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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
Date of Report (Date of earliest event
reported) November
18, 2021
The 4Less Group, Inc.
(Exact name of registrant as specified in its charter)
|
Nevada |
000-55089 |
90-1494749 |
(State
or other jurisdiction
of incorporation) |
(Commission
File Number) |
(IRS
Employer
Identification No.) |
106 W. Mayflower,
Las Vegas,
NV
89030
(Address of principal executive offices)
Registrant’s telephone number, including area
code (702)
267-6100
not applicable
(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):
[_] 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 |
FLES |
OTCQB |
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.
[_]
The 4Less Group, Inc. is referred to herein as “we”, “our”, or
“us”.
Item 8.01 Other Events.
On December 14, 2020, we commenced a Regulation A Offering (SEC
File Number 024-11326), which offering we are closing as of today,
November 18, 2021; as such we will not accept any further
Regulation A investments. We are in the process of assembling the
data to complete and file with the SEC a Form 1-Z (Exit Report
Under Regulation A), which will contain data under the title
“Summary Information Regarding the Use of Proceeds”.
The information in this Current Report on Form 8-K with respect to
Item 8.01 is being furnished pursuant to Item 8.01 of Form 8-K and
shall not be deemed to be “filed” for the purposes of Section 18 of
the Securities Exchange Act of 1934, as amended (“Exchange Act”),
or otherwise subject to the liabilities of that section, nor shall
it be deemed to be incorporated by reference in any filing under
the Securities Act of 1933, as amended, or the Exchange Act. This
current report on Form 8-K will not be deemed an admission as to
the materiality of any information contained herein.
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.
Dated: November 18, 2021
The 4 Less Group
Inc.
By: /s/ Timothy
Armes
Timothy Armes
Chief
Executive Officer
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