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EX-3.1 - EX-3.1 - Simply, Inc.awsm-ex31_6.htm

 

 

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
_________________________________________

FORM 8-K/A

(Amendment No. 1)
_________________________________________


Current Report
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported):  December 13, 2019 (July 25, 2017)

_________________________________________

Cool Holdings, Inc.
(Exact name of registrant as specified in its charter)

Commission File Number: 001-32217

Maryland

33-0599368

(State or other jurisdiction

of incorporation)

(IRS Employer

Identification No.)

 

2001 NW 84th Avenue

Miami, FL 33122
(Address of principal executive offices, including zip code)

(858) 373-1675
(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:

 

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

 

AWSM

 

OTC Markets Group Inc.

 

Indicate by check mark whether the registrant is an emerging growth company as defined in 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. ☐

 


 


 

Explanatory Note

 

This Amendment No. 1 to the Current Report on Form 8-K/A (this “Amendment No. 1”) amends Items 9.01(d) of the Current Report on Form 8-K filed with the United States Securities and Exchange Commission on July 26, 2017 (the “Original Form 8-K”).  The Original Form 8-K inadvertently omitted listing the Amended and Restated Bylaws (the “Amended Bylaws”) of the Registrant, then named “InfoSonics Corporation”, as well as attaching the Amended Bylaws as Exhibit 3.1.  No other disclosures or exhibits were changed.

 

 

Item 9.01. Financial Statements and Exhibits.

 

(d)Exhibits.

 

* Previously filed in the Registrant’s Original Form 8-K.

+ Filed herewith.

 

 

 

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.

 

Cool Holdings, Inc.

Date:   December 13, 2019

By:

/s/ Vernon A. LoForti

 

 

Vernon A. LoForti

 

 

Chief Financial Officer