Current Report Filing (8-k)
June 01 2020 - 2:56PM
Edgar (US Regulatory)
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
FORM
8-K
CURRENT
REPORT
Pursuant
to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date
of Report (Date of earliest event reported): May 28, 2020
Nano
Magic Inc.
(Exact
name of registrant as specified in its charter)
Delaware
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001-11602
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47-1598792
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(State
or other jurisdiction of
incorporation
or organization)
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(Commission
File
No.)
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(I.R.S.
Employer
Identification
No.)
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750
Denison Court, Bloomfield Hills, MI 48302
(Address
of principal executive offices) (Zip Code)
(844)
736-6266
(Registrant’s
telephone number, including area code)
Former
name or former address, if changed since last report:
Title
of each class
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Trading
Symbol
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Name
of Each Exchange on Which Registered
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Class
A Common Stock, $0.0001 par value
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NMGX
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OTC
Markets
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Check
the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant
under any of the following provisions:
[ ]
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Written
communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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[ ]
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Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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[ ]
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Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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[ ]
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Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Item
7.01 Regulation FD Disclosure.
As
previously disclosed, on April 30, 2020, the U.S. Securities and Exchange Commission (the “SEC”) issued an Order of
Suspension of Trading (the “Order”) with respect to our Class A Common Stock. The trading suspension associated with
the Order expired at 11:59 PM on Thursday, May 14, 2020. We timely filed with the SEC, while the suspension was in effect, a petition
challenging the trading suspension. As a result of our filing the petition, the SEC issued an Order Requesting Additional Submissions
(“Submissions Order) that included a briefing schedule for consideration of our petition. The SEC wrote in the Scheduling
Order that it has the authority to “vacate an expired trading-suspension order in appropriate circumstances.”
On
May 28, 2020, we filed, through our counsel, a Closing Submission in Support of Termination of Trading Suspension Issued Pursuant
to Section 12(k)(1)(A) of the Securities Exchange Act of 1934 and Order for Relief (the “Closing Submission”) with
the SEC. Based on the Scheduling Order, our Closing Submission is the final submission prior to the SEC issuing its decision on
the Petition. All filings related to our challenge, including the filings referenced in this disclosure, are available in the
public record and can be found at https://www.sec.gov/litigation/apdocuments/ap-3-19787.xml.
We
are currently awaiting a decision by the SEC as to whether it will vacate the expired trading suspension and what other relief,
if any, it may provide.
The
information included in Item 7.01 of this Current Report on Form 8-K shall not be deemed to be “filed” for purposes
of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the
liabilities of that section, nor shall such information be deemed incorporated by reference in any filing under the Securities
Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing. The
information set forth under this Item 7.01 shall not be deemed an admission as to the materiality of any information in this Current
Report on Form 8-K.
SIGNATURES
Pursuant
to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf
by the undersigned hereunto duly authorized.
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Nano
Magic Inc.
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Date:
June 1, 2020
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By:
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/s/
Tom J. Berman
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President
& CEO
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