Amended Current Report Filing (8-k/a)
September 08 2022 - 1:43PM
Edgar (US Regulatory)
0001559998
true
Amendment No. 1
0001559998
2022-08-30
2022-08-30
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UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
WASHINGTON,
D.C. 20549
FORM
8-K/A
CURRENT
REPORT
Pursuant
to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date
of Report:
August
30, 2022
Gaucho
Group Holdings, Inc.
(Exact
name of registrant as specified in its charter)
Delaware |
|
001-40075 |
|
52-2158952 |
State of |
|
Commission |
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IRS Employer |
Incorporation |
|
File Number |
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Identification No. |
112
NE 41st Street, Suite 106
Miami,
FL 33137
Address
of principal executive offices
212-739-7700
Telephone
number, including
Area
code
Former
name or former address if changed since last report
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 (see General Instruction A.2. below):
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☐ |
Written communication pursuant
to Rule 425 under the Securities Act (17 CFR 230.425) |
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☐ |
Soliciting material pursuant
to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
|
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☐ |
Pre-commencement communication
pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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☐ |
Pre-commencement communication
pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Indicate
by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405)
or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).
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.
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 |
|
VINO |
|
The Nasdaq Stock Market
LLC |
Item
3.02 Unregistered Sale of Equity Securities
Conversion
of Promissory Notes Issued in Private Placement
This
Current Report on Form 8-K/A of Gaucho Group Holdings, Inc. (the “Company”) amends the Company’s Current Report on
Form 8-K dated August 30, 2022 and filed with the Securities and Exchange Commission on September 2, 2022 (the “Original Filing”)
to correct the total amount raised through the sale of promissory notes to certain investors on August 30, 2022 (the “Investor
Notes”) and to file the form of note and warrant as exhibits to this Current Report.
The
Original Filing stated that the Company issued Investor Notes in a total amount of $1,531,500 and on August 30, 2022, with the requisite
stockholder approval, issued 4,920,172 units upon conversion which was incorrect. The correct total amount of the Investor Notes was
$1,527,500 and the total number of units issued upon conversion on August 30, 2022 was 4,825,892.
The
form of note and warrant are attached to this Current Report as Exhibits 4.1 and 4.2.
Except
as described herein, no other changes have been made to our Current Report on Form 8-K filed on August 30, 2022.
Item
9.01 Financial Statements and Exhibits
(d)
Exhibits
SIGNATURES
Pursuant
to the requirements of the Securities Exchange Act of 1934, the registrant caused this report to be signed on its behalf by the undersigned,
thereunto duly authorized, on the 8th day of September, 2022.
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Gaucho Group Holdings, Inc. |
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|
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By: |
/s/
Scott L. Mathis |
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Scott L. Mathis, President & CEO |
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