Form 8-K - Current report
17 Novembre 2023 - 10:56PM
Edgar (US Regulatory)
false
0001602409
0001602409
2023-11-17
2023-11-17
iso4217:USD
xbrli:shares
iso4217:USD
xbrli:shares
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
November 17, 2023
Date of Report (Date of earliest event reported)
FINGERMOTION, INC.
(Exact name of registrant as specified in its
charter)
Delaware |
|
001-41187 |
|
46-4600326 |
(State
or other jurisdiction of incorporation) |
|
(Commission
File Number) |
|
(IRS
Employer Identification No.) |
111 Somerset Road, Level 3
Singapore |
|
238164 |
(Address
of principal executive offices) |
|
(Zip
Code) |
(347)
349-5339
Registrants telephone number, including area code
Not
applicable.
(Former name or former address, if changed since last report)
Check
the appropriate box below if the Form 8-K 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 |
FNGR |
The
Nasdaq Stock Market LLC |
Indicate
by check mark whether the registrant is an emerging growth company as defined in as defined in Rule 405 of the Securities Act of 1933
(Section 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (Section 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. ☐
SECTION
7 – REGULATION FD
Item
7.01 Regulation FD Disclosure
On
November 17, 2023, FingerMotion, Inc. (the “Company” or “FingerMotion”)
issued a news release to provide a litigation update to the
market regarding its newly filed lawsuit against Capybara Research (“Capybara”).
On
October 19, 2023, FingerMotion filed a federal lawsuit in the United States District Court for the Southern District of New York against
Capybara, a firm recently created and that enjoyed anonymity through various social media postings without any trail as to ownership
while antagonizing our retail investment community by posting lewd and unprofessional graphics, intended to further embarrass the Company.
After
weeks of investigatory work by the Company’s litigation counsel as well as cooperation of third parties, the Company is pleased
to announce that its attorneys have been successful in identifying the person responsible for the malicious article and is now taking
all steps necessary to add the person’s name to the lawsuit and to serve that individual.
FingerMotion
also announced that it is also adding to its federal lawsuit the social media news outlet Benzinga for republishing, and continuing to
republish the Capybara report and other false reports that continue to harm FingerMotion’s retail investment community.
“We
are committed to legally pursuing the Capybara short and distort campaign as well as all media outlets that irresponsibly reported the
false, misleading and defaming Capybara Report,” stated Martin Shen, CEO of FingerMotion.
A
copy of the news release is attached as Exhibit 99.1 hereto.
SECTION
9 – FINANCIAL STATEMENTS AND EXHIBITS
| 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.
|
FINGERMOTION,
INC. |
|
|
|
DATE: November 17, 2023 |
By: |
/s/
Martin J. Shen |
|
|
Martin
J. Shen |
|
|
CEO |
Exhibit
99.1
FingerMotion
provides Litigation Update on Short Selling Research Firm
SINGAPORE
/ ACCESSWIRE / November 17, 2023 / FingerMotion, Inc. (NASDAQ: FNGR) (the Company
or FingerMotion), a mobile services and data company, is providing
a litigation update to the market regarding its newly filed lawsuit against Capybara Research
(“Capybara”).
On
October 19, 2023, FingerMotion filed a federal lawsuit in the United States District Court for the Southern District of New York against
Capybara, a firm recently created and that enjoyed anonymity through various social media postings without any trail as to ownership
while antagonizing our retail investment community by posting lewd and unprofessional graphics, intended to further embarrass the Company.
After
weeks of investigatory work by the Company’s litigation counsel as well as cooperation of third parties, the Company is pleased
to announce that its attorneys have been successful in identifying the person responsible for the malicious article and is now taking
all steps necessary to add the person’s name to the lawsuit and to serve that individual.
FingerMotion
also announced that it is also adding to its federal lawsuit the social media news outlet Benzinga for republishing, and continuing to
republish the Capybara report and other false reports that continue to harm FingerMotion’s retail investment community.
“We
are committed to legally pursuing the Capybara short and distort campaign as well as all media outlets that irresponsibly reported the
false, misleading and defaming Capybara Report,” stated Martin Shen, CEO of FingerMotion.
About
FingerMotion, Inc.
FingerMotion
is an evolving technology company with a core competency in mobile payment and recharge platform solutions in China. As the user base
of its primary business continues to grow, the Company is developing additional value-added technologies to market to its users. The
vision of the Company is to rapidly grow the user base through organic means and have this growth develop into an ecosystem of users
with high engagement rates utilizing its innovative applications. Developing a highly engaged ecosystem of users would strategically
position the Company to onboard larger customer bases. FingerMotion eventually hopes to serve over 1 billion users in the China market
and eventually expand the model to other regional markets.
For
more information on FingerMotion, visit: https://fingermotion.com/
Company
Contact:
FingerMotion,
Inc.
For
further information e-mail: info@fingermotion.com
Phone:
718-269-3366
Investor
Relations Contact:
Skyline
Corporate Communications Group, LLC
Scott
Powell, President
One
Rockefeller Plaza, 11th Floor
New
York, NY 10020
Office:
(646) 893-5835
Email: info@skylineccg.com
Safe
Harbor Statement
Except
for the statements of historical fact contained herein, the information presented in this news release constitutes forward-looking
statements as such term is used in applicable United States securities laws. These statements relate to analysis and other information
that are based on forecasts or future results, estimates of amounts not yet determinable and assumptions of management. Any other statements
that express or involve discussions with respect to predictions, expectations, beliefs, plans, projections, objectives, assumptions or
future events or performance (often, but not always, using words or phrases such as expects, or does not expect,
is expected, anticipates or does not anticipate, plans, estimates or intends,
or stating that certain actions, events or results may, could, would, might or will
be taken, occur or be achieved) are not statements of historical fact and should be viewed as forward-looking statements.
We have based these forward-looking statements on our current expectations about future events or performance, including expected revenues.
While we believe these expectations are reasonable, such forward-looking statements are inherently subject to risks and uncertainties,
many of which are beyond our control. Our actual future results may differ materially from those discussed or implied in our forward-looking
statements for various reasons. Factors that could contribute to such differences include, but are not limited to: international, national
and local general economic and market conditions; demographic changes; the ability of the Company to sustain, manage or forecast its
growth; the ability of the Company to manage its VIE contracts; the ability of the Company to maintain its relationships and licenses
in China; adverse publicity; competition and changes in the Chinese telecommunications market; fluctuations and difficulty in forecasting
operating results; business disruptions, such as technological failures and/or cybersecurity breaches; and the other factors discussed
in the Companys periodic reports that are filed with the Securities and Exchange Commission and available on its website (http://www.sec.gov).
There can be no assurance that such statements will prove to be accurate as actual results and future events could differ materially
from those anticipated in such statements. Accordingly, readers should not place undue reliance on forward-looking statements contained
in this news release and in any document referred to in this news release. The forward-looking statements included in this release are
made only as of the date hereof. For forward-looking statements in this news release, the Company claims the protection of the safe harbor
for forward-looking statements contained in the Private Securities Litigation Report Act of 1995. The Company assumes no obligation to
update or supplement any forward-looking statements whether as a result of new information, future events or otherwise. This news release
shall not constitute an offer to sell or the solicitation of any offer to our securities.
v3.23.3
X |
- DefinitionBoolean flag that is true when the XBRL content amends previously-filed or accepted submission.
+ References
+ Details
Name: |
dei_AmendmentFlag |
Namespace Prefix: |
dei_ |
Data Type: |
xbrli:booleanItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionFor the EDGAR submission types of Form 8-K: the date of the report, the date of the earliest event reported; for the EDGAR submission types of Form N-1A: the filing date; for all other submission types: the end of the reporting or transition period. The format of the date is YYYY-MM-DD.
+ References
+ Details
Name: |
dei_DocumentPeriodEndDate |
Namespace Prefix: |
dei_ |
Data Type: |
xbrli:dateItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionThe type of document being provided (such as 10-K, 10-Q, 485BPOS, etc). The document type is limited to the same value as the supporting SEC submission type, or the word 'Other'.
+ References
+ Details
Name: |
dei_DocumentType |
Namespace Prefix: |
dei_ |
Data Type: |
dei:submissionTypeItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionAddress Line 1 such as Attn, Building Name, Street Name
+ References
+ Details
Name: |
dei_EntityAddressAddressLine1 |
Namespace Prefix: |
dei_ |
Data Type: |
xbrli:normalizedStringItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionAddress Line 2 such as Street or Suite number
+ References
+ Details
Name: |
dei_EntityAddressAddressLine2 |
Namespace Prefix: |
dei_ |
Data Type: |
xbrli:normalizedStringItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- Definition
+ References
+ Details
Name: |
dei_EntityAddressCityOrTown |
Namespace Prefix: |
dei_ |
Data Type: |
xbrli:normalizedStringItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionISO 3166-1 alpha-2 country code.
+ References
+ Details
Name: |
dei_EntityAddressCountry |
Namespace Prefix: |
dei_ |
Data Type: |
dei:countryCodeItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionCode for the postal or zip code
+ References
+ Details
Name: |
dei_EntityAddressPostalZipCode |
Namespace Prefix: |
dei_ |
Data Type: |
xbrli:normalizedStringItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionA unique 10-digit SEC-issued value to identify entities that have filed disclosures with the SEC. It is commonly abbreviated as CIK.
+ ReferencesReference 1: http://www.xbrl.org/2003/role/presentationRef -Publisher SEC -Name Exchange Act -Number 240 -Section 12 -Subsection b-2
+ Details
Name: |
dei_EntityCentralIndexKey |
Namespace Prefix: |
dei_ |
Data Type: |
dei:centralIndexKeyItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionIndicate if registrant meets the emerging growth company criteria.
+ ReferencesReference 1: http://www.xbrl.org/2003/role/presentationRef -Publisher SEC -Name Exchange Act -Number 240 -Section 12 -Subsection b-2
+ Details
Name: |
dei_EntityEmergingGrowthCompany |
Namespace Prefix: |
dei_ |
Data Type: |
xbrli:booleanItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionCommission file number. The field allows up to 17 characters. The prefix may contain 1-3 digits, the sequence number may contain 1-8 digits, the optional suffix may contain 1-4 characters, and the fields are separated with a hyphen.
+ References
+ Details
Name: |
dei_EntityFileNumber |
Namespace Prefix: |
dei_ |
Data Type: |
dei:fileNumberItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionTwo-character EDGAR code representing the state or country of incorporation.
+ References
+ Details
Name: |
dei_EntityIncorporationStateCountryCode |
Namespace Prefix: |
dei_ |
Data Type: |
dei:edgarStateCountryItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionThe exact name of the entity filing the report as specified in its charter, which is required by forms filed with the SEC.
+ ReferencesReference 1: http://www.xbrl.org/2003/role/presentationRef -Publisher SEC -Name Exchange Act -Number 240 -Section 12 -Subsection b-2
+ Details
Name: |
dei_EntityRegistrantName |
Namespace Prefix: |
dei_ |
Data Type: |
xbrli:normalizedStringItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionThe Tax Identification Number (TIN), also known as an Employer Identification Number (EIN), is a unique 9-digit value assigned by the IRS.
+ ReferencesReference 1: http://www.xbrl.org/2003/role/presentationRef -Publisher SEC -Name Exchange Act -Number 240 -Section 12 -Subsection b-2
+ Details
Name: |
dei_EntityTaxIdentificationNumber |
Namespace Prefix: |
dei_ |
Data Type: |
dei:employerIdItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionLocal phone number for entity.
+ References
+ Details
Name: |
dei_LocalPhoneNumber |
Namespace Prefix: |
dei_ |
Data Type: |
xbrli:normalizedStringItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionBoolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act.
+ ReferencesReference 1: http://www.xbrl.org/2003/role/presentationRef -Publisher SEC -Name Exchange Act -Number 240 -Section 13e -Subsection 4c
+ Details
Name: |
dei_PreCommencementIssuerTenderOffer |
Namespace Prefix: |
dei_ |
Data Type: |
xbrli:booleanItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionBoolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act.
+ ReferencesReference 1: http://www.xbrl.org/2003/role/presentationRef -Publisher SEC -Name Exchange Act -Number 240 -Section 14d -Subsection 2b
+ Details
Name: |
dei_PreCommencementTenderOffer |
Namespace Prefix: |
dei_ |
Data Type: |
xbrli:booleanItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionTitle of a 12(b) registered security.
+ ReferencesReference 1: http://www.xbrl.org/2003/role/presentationRef -Publisher SEC -Name Exchange Act -Number 240 -Section 12 -Subsection b
+ Details
Name: |
dei_Security12bTitle |
Namespace Prefix: |
dei_ |
Data Type: |
dei:securityTitleItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionName of the Exchange on which a security is registered.
+ ReferencesReference 1: http://www.xbrl.org/2003/role/presentationRef -Publisher SEC -Name Exchange Act -Number 240 -Section 12 -Subsection d1-1
+ Details
Name: |
dei_SecurityExchangeName |
Namespace Prefix: |
dei_ |
Data Type: |
dei:edgarExchangeCodeItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionBoolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as soliciting material pursuant to Rule 14a-12 under the Exchange Act.
+ ReferencesReference 1: http://www.xbrl.org/2003/role/presentationRef -Publisher SEC -Name Exchange Act -Section 14a -Number 240 -Subsection 12
+ Details
Name: |
dei_SolicitingMaterial |
Namespace Prefix: |
dei_ |
Data Type: |
xbrli:booleanItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionTrading symbol of an instrument as listed on an exchange.
+ References
+ Details
Name: |
dei_TradingSymbol |
Namespace Prefix: |
dei_ |
Data Type: |
dei:tradingSymbolItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionBoolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as written communications pursuant to Rule 425 under the Securities Act.
+ ReferencesReference 1: http://www.xbrl.org/2003/role/presentationRef -Publisher SEC -Name Securities Act -Number 230 -Section 425
+ Details
Name: |
dei_WrittenCommunications |
Namespace Prefix: |
dei_ |
Data Type: |
xbrli:booleanItemType |
Balance Type: |
na |
Period Type: |
duration |
|
FingerMotion (NASDAQ:FNGR)
Graphique Historique de l'Action
De Nov 2024 à Déc 2024
FingerMotion (NASDAQ:FNGR)
Graphique Historique de l'Action
De Déc 2023 à Déc 2024