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EX-99.1 - TRxADE HEALTH, INCex99-1.htm

 

 

 

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 23, 2020

 

Trxade Group, Inc.

(Exact name of Registrant as specified in its charter)

 

Delaware   001-39199   46-3673928
(State or other jurisdiction
of incorporation)
 

(Commission

File Number)

 

(I.R.S. Employer

Identification No.)

 

3840 Land O’ Lakes Blvd

Land O’ Lakes, Florida 34639

(Address of principal executive offices)(zip code)

 

800-261-0281

(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(s)   Name of each exchange on which registered

Common Stock,

$0001 Par Value Per Share

  MEDS  

The NASDAQ Stock Market LLC

(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 [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 7.01 Regulation FD Disclosure.

 

As previously disclosed in the press release filed by the Company on June 15, 2020, and the Current Report on Form 8-K filed by the Company on June 17, 2020, the Company’s Chief Executive Officer, Suren Ajjarapu, will provide an overview of the business model and growth initiatives of the Company, via a virtual presentation, which will be held on Wednesday, June 24, 2020 at 11:30 a.m. Eastern time.

 

The webinar will be accompanied by a presentation (a copy of which is incorporated by reference as Exhibit 99.2 hereto) and will be followed by a question and answer session, which can be accessed via the webcast link or dial-in numbers below.

 

The webinar can be accessed as followed:

 

Date: Wednesday, June 24, 2020

Time: 11:30 a.m. Eastern time (8:30 a.m. Pacific time)

Dial-in: 1-877-425-9470

International Dial-in: 1-201-389-0878

Conference Code: 13705066

Webcast: http://public.viavid.com/index.php?id=140219

 

On June 23, 2020, the Company issued a press release providing information regarding the virtual presentation described above and the inclusion of the Company’s common stock in the Russell MicroCap Index (according to a preliminary list of additions published June 5, 2020), a copy of which is included herewith as Exhibit 99.1.

 

The information responsive to Item 7.01 of this Form 8-K and Exhibits 99.1 and 99.2, attached hereto, 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 they 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. The furnishing of this Report is not intended to constitute a determination by the Company that the information is material or that the dissemination of the information is required by Regulation FD.

 

The press release attached hereto as Exhibit 99.1 and the presentation incorporated by reference herein as Exhibit 99.2 contain certain statements that may be deemed to be “forward-looking statements” within the safe harbor provisions under The Private Securities Litigation Reform Act of 1995 (the “Act”). You can identify these forward-looking statements by words such as “may,” “should,” “expect,” “anticipate,” “believe,” “estimate,” “intend,” “plan” and other similar expressions. Forward-looking statements are not a guarantee of performance and are subject to a number of risks and uncertainties, many of which are difficult to predict and are beyond our control. These risks and uncertainties should be carefully considered. We caution you not to place undue reliance on the forward-looking statements, which involve known and unknown risks, uncertainties and other factors, which may cause the results of the Company, its divisions and concepts to be materially different than those expressed or implied in such statements. These risk factors and others are included from time to time in documents the Company files with the Securities and Exchange Commission, including but not limited to, its Form 10-Ks, Form 10-Qs and Form 8-Ks. The forward-looking statements contained in Exhibits 99.1 and 99.2 are made as of the date of the press release attached hereto as Exhibit 99.1 and the presentation incorporated by reference herein as Exhibit 99.2, respectively. We disclaim any obligation to update any of these forward-looking statements as a result of new information, future events, or otherwise, except as expressly required by law.

 

The link to the webcast website above is provided for informational purposes only and we make no representations regarding such website, the information thereon, or any links accessible therefrom, and do not desire to incorporate any of the information on, or accessible through, such website into this report.

 

Item 9.01. Financial Statements and Exhibits.

 

(d)

 

Exhibit
No.
  Description
     
99.1   Press Release Dated June 23, 2020
     
99.2   PowerPoint Presentation (Filed as Exhibit 99.1 to the Company’s Current Report on Form 8-K, filed by the Company with the Securities and Exchange Commission on June 8, 2020, and incorporated herein by reference)(File No. 001-39199).

 

   

 

 

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.

 

  TRXADE GROUP, INC.
     
Date: June 23, 2020 By: /s/ Suren Ajjarapu
  Name: Suren Ajjarapu
  Title: Chief Executive Officer

 

 

 

 

EXHIBIT INDEX

 

Exhibit
No.
  Description
     
99.1   Press Release Dated June 23, 2020
     
99.2   PowerPoint Presentation (Filed as Exhibit 99.1 to the Company’s Current Report on Form 8-K, filed by the Company with the Securities and Exchange Commission on June 8, 2020, and incorporated herein by reference)(File No. 001-39199).