Current Report Filing (8-k)
March 01 2023 - 1:13PM
Edgar (US Regulatory)
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2023-02-23
2023-02-23
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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):
February 23, 2023
TINGO GROUP, INC.
(Exact Name of Registrant as Specified in Charter)
| Delaware |
|
001-35850 |
|
27-0016420 |
(State or Other Jurisdiction
of Incorporation) |
|
(Commission File Number) |
|
(IRS Employer
Identification No.) |
|
28 West Grand Avenue, Suite 3,
Montvale, New Jersey |
|
07645 |
| (Address of Principal Executive Offices) |
|
(Zip Code) |
Registrant’s telephone number, including
area code: (201) 225-0190
MICT, INC.
(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 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(s) |
|
Name of each exchange on which registered |
| Common Stock, par value $0.001 per share |
|
MICT |
|
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 5.03 Amendments to Articles of Incorporation or Bylaws
On February 23, 2023, (the
“Company”) filed an amendment to its certificate of incorporation, as amended, with the Secretary of State of Delaware
to change its corporate name from “MICT, Inc.” to “Tingo Group, Inc.” (the “Name Change Amendment”).
The Name Change was effective as of February 27, 2023. Also effective February 27, 2023 the Company changed its trading symbol on the
Nasdaq Capital Market from “MICT” to “TIO” (the “Symbol Change”). The Name Change Amendment
is filed as Exhibit 3.1 to this Current Report.
Item 8.01 Other Items
On February 24, 2023, the
Company issued a press release regarding the Name Change Amendment and the Symbol Change. A copy of such press release is filed as Exhibit
99.1 to this Current Report.
Item 9.01. Financial Statements and Exhibits.
Set forth below is a list of
Exhibits included as part of this Current Report.
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.
Dated: March 1, 2023
| |
TINGO GROUP, INC. |
| |
|
|
| |
By: |
/s/ Darren Mercer |
| |
Name: |
Darren Mercer |
| |
Title: |
Chief Executive Officer |
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