Current Report Filing (8-k)
June 09 2023 - 5:16PM
Edgar (US Regulatory)
0001872356
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0001872356
2023-06-09
2023-06-09
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xbrli:shares
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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):
June 9, 2023 (June 9, 2023)
| Molekule
Group, Inc. |
| (Exact
name of registrant as specified in its charter) |
| Delaware |
|
001-41096 |
|
45-3213164 |
(State or other
jurisdiction of incorporation) |
|
(Commission File Number) |
|
(IRS Employer
Identification
No.) |
10455 Riverside Dr.
Palm Beach Gardens, FL |
|
33410 |
| (Address
of principal executive offices) |
|
(Zip
Code) |
Registrant’s telephone
number, including area code: (833) 652-5326
Not Applicable
(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)) |
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 $0.01 per share |
|
MKUL |
|
The Nasdaq Stock Market LLC |
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 x
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 9.01 Financial Statements and Exhibits.
(a) Financial Statements of Businesses
or Funds Acquired.
The audited consolidated
financial statements of Molekule, Inc. for the fiscal year ended December 31, 2022, and the related notes thereto, are filed herewith
as Exhibit 99.1, which is incorporated herein by reference.
(b) Pro Forma Financial Information.
The unaudited pro
forma condensed combined financial information of AeroClean Technologies, Inc. (n/k/a Molekule Group, Inc.) and Molekule, Inc. for
the fiscal year ended December 31, 2022 is filed herewith as Exhibit 99.2, which is incorporated herein by reference.
(d) Exhibits.
See the Exhibit Index below, which is incorporated
herein by reference.
EXHIBIT INDEX
SIGNATURE
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: June 9, 2023
| |
MOLEKULE GROUP, INC. |
| |
|
|
| |
By: |
/s/ Ryan Tyler |
| |
|
Name: |
Ryan Tyler |
| |
|
Title: |
Chief Financial Officer |
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