Current Report Filing (8-k)
May 12 2022 - 4:10PM
Edgar (US Regulatory)
0001083743
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0001083743
2022-05-12
2022-05-12
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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): May 12, 2022
FLUX
POWER HOLDINGS, INC.
(Exact
name of registrant as specified in its charter)
Nevada |
|
001-31543 |
|
86-0931332 |
(State
or Other Jurisdiction
of
Incorporation) |
|
(Commission
File
Number) |
|
(IRS
Employer
Identification
No.) |
2685 S.
Melrose Drive, Vista, California |
|
92081 |
(Address of Principal Executive
Offices) |
|
(Zip Code) |
877-505-3589
(Registrant’s
telephone number, including area code)
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 |
|
Name
of each exchange on which registered |
Common Stock, $0.001 par value |
|
FLUX |
|
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 2.02 |
Results of Operations
and Financial Condition. |
On
May 12, 2022, the Company issued a press release announcing, among other things, limited financial and operational information for its
third fiscal quarter ended March 31, 2022. In addition, on May 12, 2022, the Company disseminated a press release to discuss
such results and announce that it will hold a conference call on May 12, 2022, at 4:30 p.m. Eastern Time. The full text of the
press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K. The projections constituting the performance estimates
included in the press release and conference call involve risks and uncertainties, the outcome of which cannot be foreseen
at this time and, therefore, actual results may vary materially from these forecasts. In this regard, see the information included in
the press release under the caption “Forward-Looking Statements.”
Item 7.01 |
Regulation FD Disclosure. |
The
information under Item 2.02 of this Current Report on Form 8-K is incorporated by reference in this Item 7.01.
The
Company hereby furnishes a set of presentation slides (“Presentation”) that the Company will present to analysts and
investors on or after May 12, 2022. The Presentation is attached hereto as Exhibit 99.2 to this Current Report and will be available
on the Company’s website. The projections constituting the performance estimates included in the Presentation involve risks
and uncertainties, the outcome of which cannot be foreseen at this time and, therefore, actual results may vary materially from these
forecasts. In this regard, see the information included in the Presentation under the slide titled “Safe Harbor Language.”
The
information reported under Items 2.02 and 7.01 in this Current Report on Form 8-K, including Exhibits 99.1 and 99.2, is being “furnished”
and shall not be deemed filed for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”)
or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities
Act of 1933, as amended, or the Exchange Act, regardless of any general incorporation language in such filing.
Item 9.01 |
Financial Statements and Exhibits. |
Exhibit
Index
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.
|
Flux Power Holdings, Inc. |
|
a Nevada corporation |
|
|
|
|
By: |
/s/ Ronald
F. Dutt |
|
|
Ronald F. Dutt, Chief Executive Officer |
Dated:
May 12, 2022
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