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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 22, 2025

 

EZFILL HOLDINGS, INC.

(Exact name of registrant as specified in its charter)

 

Delaware   001-40809   84-4260623

(State or other jurisdiction

of incorporation)

  

(Commission

File Number)

  

(IRS Employer

Identification No.)

 

67 NW 183rd Street, Miami, Florida 33169

(Address of principal executive offices, including Zip Code)

 

305 -791-1169

(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

 

☐ 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 240.13a-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, $0.0001 par value per share   EZFL   NASDAQ Capital Market

 

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.

 

As previously disclosed in the Current Report on Form 8-K filed with the Securities and Exchange Commission (“SEC”) on January 10, 2025, EzFill Holdings, Inc. (the “Company”) received on January 10, 2025 a letter from the Listing Qualifications Staff (the “Staff”) of The Nasdaq Stock Market LLC (“Nasdaq”) indicating that the Company no longer complies with Nasdaq rules for continued listing (the “Rules”) because the Company has not yet held an annual meeting of stockholders within one year after the end of the Company’s fiscal year ended December 31, 2023, as required pursuant to Rule 5620(a) of the Rules.

 

On December 31, 2024, the Company filed with the SEC a definitive proxy statement on Schedule 14A relating to its planned annual meeting of stockholders to be held on January 16, 2025. The Company held an annual meeting of stockholders on January 16, 2025. On January 21, 2025, the Company filed with the SEC a Current Report on Form 8-K that disclosed the voting results on the matters submitted at such annual meeting.

 

On January 22, 2025, the Company received a letter from the Staff of Nasdaq indicating that, based on the Current Report on Form 8-K filed with the SEC on January 21, 2025 as noted above, the Company has complied with the Rules and consequently this matter is now closed.

 

Item 9.01 Financial Statements and Exhibits.

 

(d) Exhibits

 

Exhibit No.   Description
104   Cover Page Interactive Data File (embedded within the Inline XBRL document).

 

 
 

 

SIGNATURE

 

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.

 

Date: January 23, 2025

 

EZFILL HOLDINGS, INC.  
     
By: /s/ Yehuda Levy  
Name: Yehuda Levy  
Title: Chief Executive Officer  

 

 

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Jan. 22, 2025
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Document Period End Date Jan. 22, 2025
Entity File Number 001-40809
Entity Registrant Name EZFILL HOLDINGS, INC.
Entity Central Index Key 0001817004
Entity Tax Identification Number 84-4260623
Entity Incorporation, State or Country Code DE
Entity Address, Address Line One 67 NW 183rd Street
Entity Address, City or Town Miami
Entity Address, State or Province FL
Entity Address, Postal Zip Code 33169
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Pre-commencement Issuer Tender Offer false
Title of 12(b) Security Common Stock, $0.0001 par value per share
Trading Symbol EZFL
Security Exchange Name NASDAQ
Entity Emerging Growth Company true
Elected Not To Use the Extended Transition Period false
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