Current Report Filing (8-k)

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): October 21, 2022

KUBIENT, INC.

(Exact Name of Registrant as Specified in Charter)

Delaware		001-39441		82-1808844
(State or other jurisdiction of incorporation)		(Commission File Number)		(IRS Employer Identification No.)

500 7th Avenue, 8th Floor New York, New York		10018
(Address of principal executive offices)		(Zip Code)

(866) 668-2567

(Registrant’s 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:

☐	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	KBNT	Nasdaq
Common Stock Purchase Warrants	KBNTW	Nasdaq

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. ☐

Item 8.01

Other Events.

On October 20, 2022, Kubient, Inc. (the “Company”) entered into a: (i) Transfer Agency and Service Agreement (the “TA Agreement”), (ii) Warrant Agent Agreement (the “Warrant Agent Agreement”), and (iii) Warrant Agreement (the “Warrant Agreement,” and together with the TA Agreement and the Warrant Agent Agreement, the “Computershare Agreements”), with Computershare, Inc. and its affiliate Computershare Trust Company, NA (“Computershare”).

Pursuant to the Computershare Agreements, the Company engaged and appointed Computershare to serve as the Company’s sole transfer agent, warrant agent, and registrar effective November 4, 2022.

Registered stockholders and warrant holders of the Company can reach Computershare with any questions at 1-800-736-3001 (international callers 1-781-575-3100), or by email at web.queries@computershare.com.

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.