Current Report Filing (8-k)
08 Janvier 2018 - 3:32PM
Edgar (US Regulatory)
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 8, 2018
XPRESSPA
GROUP, INC.
(formerly known as FORM Holdings Corp.)
(Exact Name of Registrant as Specified
in its Charter)
Delaware
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001-34785
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20-4988129
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(State or other jurisdiction
of incorporation)
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(Commission
File Number)
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(I.R.S. Employer
Identification No.)
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780 Third Avenue, 12
th
Floor,
New York, NY 10017
(Address of Principal Executive Offices
and Zip Code)
Registrant’s telephone number,
including area code: (212) 309-7549
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:
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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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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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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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
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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.
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Item 2.02.
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Results of Operations
and Financial Condition.
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On January 8, 2018,
XpresSpa Group, Inc. (formerly known as FORM Holdings Corp.) (the “
Company
”) issued a press release announcing
that the Company’s common stock, par value $0.01 per share, which has previously been listed on The Nasdaq Capital Market
under the trading symbol “FH,” is now listed under the trading symbol “XSPA”.
A copy of the press
release is attached hereto as Exhibit 99.1.
The information, including
Exhibit 99.1, in this Form 8-K is being furnished and shall not be deemed “filed” for purposes of Section 18 of the
Securities Exchange Act of 1934 or otherwise subject to the liabilities of that Section. The information in this Form 8-K shall
not be incorporated by reference into any filing under the Securities Act of 1933, except as shall otherwise be expressly set forth
by specific reference in such filing.
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Item 7.01.
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Regulation FD Disclosure.
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The Company has prepared
an investor presentation to be used in connection with general corporate presentations, a copy which is attached hereto as Exhibit
99.2.
In accordance with
General Instruction B.2 on Form 8-K, the information set forth in this Item 7.01 and the investor presentation attached to this
report as Exhibit 99.2 is “furnished” and shall not be deemed to be “filed” for purposes of Section 18
of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that Section, nor shall such information
be deemed incorporated by reference in any filing under the Securities Exchange Act of 1934, as amended, or the Securities Act
of 1933, as amended.
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Item9.01
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Financial Statements and Exhibits
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(d) Exhibits
99.1 Press release of the Company, dated January 8, 2018.
99.2 Investor Presentation.
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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XPRESSPA GROUP, INC.
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Date: January 8, 2018
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By:
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/s/ Andrew D. Perlman
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Name:
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Andrew D. Perlman
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Title:
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Chief Executive Officer
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