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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

 

October 5, 2023
Date of Report (Date of earliest event reported)

 

FINGERMOTION, INC.
(Exact name of registrant as specified in its charter)

 

Delaware   001-41187   20-0077155
(State or other jurisdiction of incorporation)   (Commission File Number)   (IRS Employer Identification No.)

 

111 Somerset Road, Level 3
Singapore
 
238164
(Address of principal executive offices)   (Zip Code)

 

(347) 349-5339
Registrant’s telephone number, including area code

 

Not applicable.
(Former name or former address, if changed since last report)

 

Check the appropriate box below if the Form 8-K is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class Trading Symbol (s) Name of each exchange on which registered
Common Stock FNGR The Nasdaq Stock Market LLC

 

Indicate by check mark whether the registrant is an emerging growth company as defined in as defined in Rule 405 of the Securities Act of 1933 (Section 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (Section 240.12b-2 of this chapter).

 

Emerging growth company

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

 

 

 

 

 

 

 

SECTION 7 – REGULATION FD

 

Item 7.01 Regulation FD Disclosure

 

On October 5, 2023, FingerMotion, Inc. (the “Company” or “FingerMotion”) issued a news release to announce that it has retained attorney Mark R. Basile and his securities litigation firm, The Basile Law Firm P.C., to investigate recent activities surrounding the Company’s stock performance and to take whatever legal action necessary to prevent potential market participants utilizing unlawful means from further hurting FingerMotion shareholders, including the recently published research paper by Capybara Research.

 

“We are pleased to welcome Mr. Basile to our legal team,” stated Martin Shen, CEO of FingerMotion. “Mr. Basile and his firm understands how dilution funding and certain market participant activities negatively affect retail shareholders and will be leading this investigation and any appropriate actions we may pursue.”

 

A copy of the news release is attached as Exhibit 99.1 hereto.

 

SECTION 9 – FINANCIAL STATEMENTS AND EXHIBITS

 

Item 9.01Financial Statements and Exhibits

 

(d)Exhibits

 

Exhibit

 

Description

99.1   News Release dated October 5, 2023
104   Cover Page Interactive Data File (the cover page XBRL tags are embedded within the inline XBRL document)

1 -

 

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.

 

  FINGERMOTION, INC.
     
DATE: October 5, 2023 By: /s/ Martin J. Shen
    Martin J. Shen
    CEO

 

 

 

2 -

 

 

FingerMotion hires Securities Litigation Attorney Mark R. Basile, Esq. and The Basile Law Firm P.C.

 

SINGAPORE / ACCESSWIRE / October 5, 2023 / FingerMotion, Inc.(NASDAQ: FNGR) (the “Company” or “FingerMotion”), a mobile services and data company, is pleased to announce that it has retained attorney Mark R. Basile and his securities litigation firm, The Basile Law Firm P.C., to investigate recent activities surrounding the Company’s stock performance and to take whatever legal action necessary to prevent potential market participants utilizing unlawful means from further hurting FingerMotion shareholders, including the recently published research paper by Capybara Research.

 

“We are pleased to welcome Mr. Basile to our legal team,” stated Martin Shen, CEO of FingerMotion. “Mr. Basile and his firm understands how dilution funding and certain market participant activities negatively affect retail shareholders and will be leading this investigation and any appropriate actions we may pursue.”

 

About The Basile Law Firm P.C.

Mr. Basile, a former law professor, has battled dilution funding for the last 8 years. In 2021, his firm secured a landmark decision against a toxic lender that has set the standard to save hundreds of public companies’ tens of millions of dollars. Since that decision, his firm has vacated several federal trial court judgments and consequently many of the dilution funders have not filed suits against public companies in the last 18 months.

 

His firm is also pursuing several RICO actions at present against known dilution funders for the collection of unlawful debt and as a result of his actions, the Southern District of New York recently denied a toxic lender’s motion to dismiss RICO claims. The firm has also published articles and advice for companies that believe they may be victims of dilution, counterfeit shares and market manipulation by brokers, investment relation firms and short-sellers, a summary of which can be found at: https://www.thebasilelawfirm.com/blog

 

About FingerMotion, Inc.

FingerMotion is an evolving technology company with a core competency in mobile payment and recharge platform solutions in China. As the user base of its primary business continues to grow, the Company is developing additional value-added technologies to market to its users. The vision of the Company is to rapidly grow the user base through organic means and have this growth develop into an ecosystem of users with high engagement rates utilizing its innovative applications. Developing a highly engaged ecosystem of users would strategically position the Company to onboard larger customer bases. FingerMotion eventually hopes to serve over 1 billion users in the China market and eventually expand the model to other regional markets.

 

 

 

 

For more information on FingerMotion, visit: https://fingermotion.com/

 

For further information e-mail: info@fingermotion.com

718-269-3366

 

Safe Harbor Statement

 

Except for the statements of historical fact contained herein, the information presented in this news release constitutes “forward-looking statements” as such term is used in applicable United States securities laws. These statements relate to analysis and other information that are based on forecasts or future results, estimates of amounts not yet determinable and assumptions of management. Any other statements that express or involve discussions with respect to predictions, expectations, beliefs, plans, projections, objectives, assumptions or future events or performance (often, but not always, using words or phrases such as “expects”, or “does not expect”, “is expected”, “anticipates” or “does not anticipate”, “plans”, “estimates” or “intends”, or stating that certain actions, events or results “may”, “could”, “would”, “might” or “will” be taken, occur or be achieved) are not statements of historical fact and should be viewed as “forward-looking statements”. We have based these forward-looking statements on our current expectations about future events or performance, including expected revenues. While we believe these expectations are reasonable, such forward-looking statements are inherently subject to risks and uncertainties, many of which are beyond our control. Our actual future results may differ materially from those discussed or implied in our forward-looking statements for various reasons. Factors that could contribute to such differences include, but are not limited to: international, national and local general economic and market conditions; demographic changes; the ability of the Company to sustain, manage or forecast its growth; the ability of the Company to manage its VIE contracts; the ability of the Company to maintain its relationships and licenses in China; adverse publicity; competition and changes in the Chinese telecommunications market; fluctuations and difficulty in forecasting operating results; business disruptions, such as technological failures and/or cybersecurity breaches; and the other factors discussed in the Company’s periodic reports that are filed with the Securities and Exchange Commission and available on its website (http://www.sec.gov). There can be no assurance that such statements will prove to be accurate as actual results and future events could differ materially from those anticipated in such statements. Accordingly, readers should not place undue reliance on forward-looking statements contained in this news release and in any document referred to in this news release. The forward-looking statements included in this release are made only as of the date hereof. For forward-looking statements in this news release, the Company claims the protection of the safe harbor for forward-looking statements contained in the Private Securities Litigation Report Act of 1995. The Company assumes no obligation to update or supplement any forward-looking statements whether as a result of new information, future events or otherwise. This news release shall not constitute an offer to sell or the solicitation of any offer to our securities.

 

 

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