Current Report Filing (8-k)
January 19 2022 - 6:01AM
Edgar (US Regulatory)
0001643154
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A1
0001643154
2022-01-18
2022-01-18
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xbrli:shares
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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): January 18, 2022
IANTHUS
CAPITAL HOLDINGS, INC.
(Name of registrant in its
charter)
British Columbia, Canada
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000-56228
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98-1360810
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(State or jurisdiction of
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(Commission File
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(IRS Employer
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incorporation or organization)
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Number)
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Identification No.)
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420 Lexington Avenue, Suite
414
New York, NY 10170
(Address of principal executive
offices)
(646) 518-9411
(Registrant’s telephone
number, including area code)
N/A
(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 Instructions A.2 below):
☐
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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☐
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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☐
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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☐
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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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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N/A
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N/A
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N/A
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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.
Item 5.02 Departure of Directors or Certain Officers;
Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On
January 18, 2022, Robert M. Whelan, Jr. informed the board of directors (the “Board”) of iAnthus
Capital Holdings, Inc. (the “Company”) of his intention to resign as a member of the Board and as a member of the Company’s
audit committee, nominating and corporate governance committee and compensation committee effective
as of January 18, 2022. Mr. Whelan’s resignation was not the result of any disagreement with the Company, any matter related to
the Company’s operations, policies or practices, the Company’s management or the Board.
Item 8.01
Other Events.
On
January 18, 2022, the Company issued a press release announcing the resignation of Robert M. Whelan, Jr. as a member of the Company’s
Board and the Company’s audit committee, nominating and corporate governance committee
and compensation committee. A copy of the press release is attached hereto as Exhibit 99.1, and the information contained therein
is incorporated by reference into this Current Report on Form 8-K.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
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.
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IANTHUS CAPITAL HOLDINGS, INC.
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Date: January 18, 2022
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By:
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/s/ Randy Maslow
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Randy Maslow
Interim Chief Executive Officer
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