Current Report Filing (8-k)
August 04 2020 - 4:39PM
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): August
4, 2020
DPW HOLDINGS, INC.
(Exact name of registrant as specified in
its charter)
Delaware
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001-12711
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94-1721931
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(State or other jurisdiction of
incorporation or organization)
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(Commission File Number)
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(I.R.S. Employer Identification No.)
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201 Shipyard Way, Suite E, Newport Beach,
CA 92663
(Address of principal executive offices)
(Zip Code)
(949) 444-5464
(Registrant's telephone number, including
area code)
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:
¨ 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
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Trading
Symbol(s)
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Name of each exchange on which registered
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Common Stock, $0.001 par value
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DPW
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NYSE American
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Indicate by check mark whether the registrant
is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2
of the Securities Exchange Act of 1934 (§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. ¨
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ITEM 7.01
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REGULATION FD DISCLOSURE
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On August 3, 2020, DPW Holdings, Inc.,
a Delaware corporation (the “Company”), issued a press release announcing that its wholly owned subsidiary,
Coolisys Technologies Corp. (“Coolisys”), will host a webinar on August 4, 2020 at 2:00 p.m. PT to discuss its
new product line of electric vehicle chargers. The topics of conversation during the webinar will include Coolisys’ roll
out of the new products and plans for the next few years.
During the webinar, the Company and Coolisys
will discuss the contents of a presentation prepared by each of them (the “Corporate Presentation”). The Corporate
Presentation is attached hereto as Exhibit 99.1. The link to the webinar, where the Presentation will be made available
subsequent to the conclusion of the webinar, is: http://ir.dpwholdings.com/events/event-details/dpw-holdings-coolisys-webinar-re-entry-ev-charging-market.
In accordance with General Instruction
B.2 of Form 8-K, the information under this item, Exhibit 99.1 shall not be deemed filed for purposes of Section
18 of the Securities Exchange Act of 1934, as amended, nor shall such information be deemed incorporated by reference in any filing
under the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such a filing. This
report will not be deemed an admission as to the materiality of any information required to be disclosed solely to satisfy the
requirements of Regulation FD.
The Securities and Exchange Commission
encourages registrants to disclose forward-looking information so that investors can better understand the future prospects of
a registrant and make informed investment decisions. This Current Report on Form 8-K and exhibits may contain these types of statements,
which are “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995,
and which involve risks, uncertainties and reflect the Registrant’s judgment as of the date of this Current Report on Form
8-K. Forward-looking statements may relate to, among other things, operating results and are indicated by words or phrases such
as “expects,” “should,” “will,” and similar words or phrases. These statements are subject
to inherent uncertainties and risks that could cause actual results to differ materially from those anticipated at the date of
this Current Report on Form 8-K. Investors are cautioned not to rely unduly on forward-looking statements when evaluating the information
presented within.
Where You Can Find Additional Information
Investors and security holders will be
able to obtain documents filed with the Securities and Exchange Commission free of charge at the Commission’s website, www.sec.gov. Security
holders may also read and copy any reports, statements and other information filed by the Company with the Commission, at the SEC
public reference room at 100 F Street, N.E., Washington D.C. 20549. Please call the Commission at 1-800-SEC-0330 or
visit the Commission’s website for further information on its public reference room.
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ITEM 9.01
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FINANCIAL STATEMENTS AND EXHIBITS
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SIGNATURE
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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DPW HOLDINGS, INC.
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Dated: August 4, 2020
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/s/ Henry Nisser
Henry Nisser
Executive Vice President and General Counsel
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