Current Report Filing (8-k)
March 31 2023 - 7:47AM
Edgar (US Regulatory)
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2023-03-31
2023-03-31
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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): March 31, 2023
Tingo Group, Inc.
(Exact name of registrant
as specified in its 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
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 240.13e-4(c)) |
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. ☐
Securities registered pursuant to Section
12(b) of the Act:
| Title of each class |
|
Trading symbol |
|
Name of exchange on which registered |
| Common Stock, par value $0.001 per share |
|
TIO |
|
The NASDAQ Capital Market |
Item 2.02 Results
of Operations and Financial Condition.
On March 31, 2023, Tingo Group, Inc. (NASDAQ: TIO) (the “Company”),
issued a press release (the “Press Release”) announcing its financial results and operational highlights for the fourth quarter
and year ended December 31, 2022, and other financial information.
Item 7.01 Regulation FD
Disclosure.
On March 31, 2023, the Company posted to its website
a presentation (the “Presentation”) containing its financial results for the year ended December 31, 2022. The Company also
held an investor conference call discussing the financial results for the year ended December 31, 2022.
The full text of the Press Release and the Presentation
are furnished as Exhibits 99.1 and 99.2 to this Current Report on Form 8-K and are incorporated herein by reference.
In accordance with the
General Instruction B.2 of Form 8-K the information furnished pursuant to this Item in this Current Report on Form 8-K (including Exhibits
99.1 and 99.2) shall not be deemed to be “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, except as expressly set forth by specific reference in
such a filing.
Item 9.01 Financial
Statements and Exhibits.
SIGNATURE
Pursuant to the requirements
of the Securities Exchange Act of 1934, the registrant has caused this report to be signed on its behalf by the undersigned hereunto duly
authorized.
| Date: March 31, 2023 |
TINGO GROUP, INC. |
| |
|
|
|
By: |
/s/ Darren Mercer |
| |
|
Name: |
Darren Mercer |
| |
|
Title: |
Chief Executive Officer |
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