UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 14A
(RULE 14a-101)
SCHEDULE 14A INFORMATION
PROXY STATEMENT PURSUANT TO SECTION 14(a)
OF THE SECURITIES
EXCHANGE ACT OF 1934
(AMENDMENT NO. )
Filed by the Registrant ☒
Filed by a Party other than the Registrant ☐
Check the appropriate box:
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Preliminary Proxy Statement
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Confidential, For Use of the Commission Only (as Permitted by Rule 14a-6(e)(2))
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Definitive Proxy Statement
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Definitive Additional Materials
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Soliciting Material under §240.14a-12
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Nxt-ID,
Inc.
(Name of Registrant as Specified In Its
Charter)
(Name of Person(s) Filing Proxy Statement,
if other than the Registrant)
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Fee computed on table below per Exchange Act Rules 14a-6(i)(1) and 0-11
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Per unit price or other underlying value of transaction computed pursuant to Exchange Act Rule 0-11 (set forth the amount on which the filing fee is calculated and state how it was determined):
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Proposed maximum aggregate value of transaction:
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Total fee paid:
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Fee paid previously with preliminary materials.
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Check box if any part of the fee is offset as provided by Exchange Act Rule 0-11(a)(2) and identify the filing for which the offsetting fee was paid previously. Identify the previous filing by registration statement number, or the form or Schedule and the date of its filing.
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THESE
SUPPLEMENTAL PROXY MATERIALS PROVIDE ADDITIONAL INFORMATION
REGARDING THE ANNUAL MEETING OF STOCKHOLDERS
On November 5, 2020,
Nxt-ID, Inc. (the “Company”) announced that the Company plans to adjourn the Annual Meeting of Stockholders, originally
scheduled to be held on October 6, 2020 and subsequently adjourned to November 6, 2020, to Tuesday, November 17, 2020 at 9:00 a.m.
(Eastern Time), to be held at the Company’s office at 288 Christian Street, Hangar C 2nd Floor, Oxford CT 06478, with respect
to Proposals No. 3 and No. 4, to allow stockholders additional time to vote on such proposals. Proposals No. 3 and 4 are described
in the Company’s Definitive Proxy Statement (the “Proxy Statement”) and set forth on the proxy attached thereto,
which were filed with the Securities and Exchange Commission (“SEC”) on August 17, 2020 and mailed to stockholders
on or about August 19, 2020. The Company will announce such adjournment at the currently scheduled Annual Meeting. The announcement
supplements the Proxy Statement that the Company filed with the SEC on August 17, 2020 and the Definitive Additional Materials
filed with the SEC on September 29, 2020, October 5, 2020, October 14, 2020, October 27, 2020 and October 29, 2020. Below is a
copy of the announcement.
Our
board of directors has fixed the close of business on August 17, 2020 as the record date for the determination of stockholders
entitled to notice of, and to vote at, the Annual Meeting and any adjournment or postponement thereof.
Your
vote is important no matter how many shares you own, so please take the time to vote today. If you need assistance in voting your
shares, please call our proxy solicitor, Laurel Hill Advisory Group, at 888-742-1305.
NXT-ID,
INC. TO ADJOURN ANNUAL
MEETING
OF STOCKHOLDERS
OXFORD,
CONNECTICUT, November 5, 2020 — Nxt-ID, Inc. (NASDAQ: NXTD) (the “Company”) today announced that the
Company plans to adjourn the Annual Meeting of Stockholders, scheduled to be held on Friday, November 6, 2020 at 9:00 a.m. (Eastern
Time), to Tuesday, November 17, 2020 at 9:00 a.m. (Eastern Time), to be held at the Company’s office at 288 Christian Street,
Hangar C 2nd Floor, Oxford CT 06478. The Company is adjourning the Annual Meeting only with respect to Proposals
Number 3 and Number 4. The Company will announce such adjournment at the currently scheduled Annual Meeting.
The
Company is adjourning the Annual Meeting to allow its retail stockholders additional time to vote and approve Proposals Number
3 and Number 4, which are described in the Proxy Statement. Proposal Number 3 authorizes the Company’s board of directors
(the “Board”) to effect, at its discretion, a reverse stock split of the Company’s common stock at a specific
ratio within a range from one-for-three to one-for-ten. Proposal Number 4 authorizes the Board to (i) effect a reverse stock split
of all of the Company’s outstanding shares of Series C Non-Convertible Voting Preferred Stock by the same ratio that the
Company’s Board selects for the reverse stock split of the Company’s common stock described in Proposal Number 3 and
(ii) increase the stated value of the Series C Preferred Stock by the same amount as the ratio of the Series C Preferred reverse
stock split.
Each
stockholder’s vote matters and is important no matter how many shares they own. The Company requests that its stockholders
please take the time to read and respond to the Company’s proxy materials that were previously provided to them and vote
promptly. Voting over the phone or on the Internet will require that its stockholders have their proxy control number available.
That number is either printed on the voting instruction form, if stockholders received a physical copy of the proxy materials,
or accessible through the voting portal, if the proxy materials were electronically delivered. Stockholders who have sold their
shares but were a holder of record at the close of business on August 17, 2020, the record date for the Annual Meeting, remain
entitled to vote. The Company encourages its stockholders who have already voted against Proposal Number 3 and/or Proposal Number
4 to please reconsider voting. In particular, the Board encourages stockholders to vote “FOR” each of the proposals.
Stockholders
who need assistance in submitting their proxy or voting their shares should call the Company’s proxy solicitor, Laurel Hill
Advisory Group, at 888-742-1305.
About
Nxt-ID, Inc.
Nxt-ID,
Inc. (NASDAQ: NXTD) provides technology products and services for healthcare applications. The Company has extensive experience
in access control, biometric and behavior-metric identity verification, security and privacy, encryption and data protection, payments,
miniaturization and sensor technologies. Through its subsidiary, LogicMark LLC, Nxt-ID, Inc. is a manufacturer and distributor
of non-monitored and monitored personal emergency response systems sold through dealers/distributors and the United States Department
of Veterans Affairs. Learn more about Nxt-ID at www.nxt-id.com. For Nxt-ID, Inc. corporate information contact: info@nxt-id.com.
Forward-Looking
Statements for Nxt-ID:
This
press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking
statements reflect management’s current expectations, as of the date of this press release, and involve certain risks and
uncertainties. Forward-looking statements include statements herein with respect to the successful execution of the Company’s
business strategy. The Company’s actual results could differ materially from those anticipated in these forward-looking statements
as a result of various factors. Such risks and uncertainties include, among other things, our ability to establish and maintain
the proprietary nature of our technology through the patent process, as well as our ability to possibly license from others patents
and patent applications necessary to develop products; the availability of financing; the Company’s ability to implement
its long range business plan for various applications of its technology; the Company’s ability to enter into agreements with
any necessary marketing and/or distribution partners; the impact of competition, the obtaining and maintenance of any necessary
regulatory clearances applicable to applications of the Company’s technology; and management of growth and other risks and
uncertainties that may be detailed from time to time in the Company’s reports filed with the Securities and Exchange Commission.
Media
Contacts: Vincent S. Miceli
investors@nxt-id.com
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