UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549



FORM 8-K/A



CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934

Date of report (Date of earliest event reported): September 1, 2022



Kaspien Holdings Inc.
(Exact Name of Registrant as Specified in Charter)



New York
 
0-14818
 
14-1541629
(State or Other Jurisdiction of Incorporation)
 
(Commission File Number)
 
(I.R.S. Employer Identification No.)

2818 N. Sullivan Rd. Ste 130
Spokane Valley, WA 99216



(Address of Principal Executive Offices, and Zip Code)

(855) 300-2710



Registrant’s Telephone Number, Including Area Code



 (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 communication 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 communication pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))



Pre-commencement communication 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 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).

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(s)
Name of each exchange on which registered
Common shares, $0.01 par value per share
KSPN
NASDAQ Stock Market



Item 5.03.          Amendments to Articles of Incorporation or By-Laws; Change in Fiscal Year.

As previously described in the Form 8-K filed by Kaspien Holdings Inc. (the “Company”) on August 2, 2022 (the “August 2, 2022 Form 8-K”), the Company filed a Certificate of Amendment of its Certificate of Incorporation (the “Certificate of Amendment”) with the State of New York Department of State on September 1, 2022. Therefore, each of the Certificate of Amendment and Amendment No. 4 to the Company’s Bylaws, each as described in the August 2, 2022 Form 8-K, are effective as of September 1, 2022.

This Current Report on Form 8-K/A amends and supplements the August 2, 2022 Form 8-K. The sole purpose for filing this Current Report on Form 8-K/A is to disclose the effective date of the aforementioned Certificate of Amendment and Amendment No. 4 to the Company’s Bylaws. No other changes have been made to the August 2, 2022 Form 8-K.


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: September 2, 2022
Kaspien Holding Inc.
     
 
By:
/s/ Edwin Sapienza
 
   
Name: Edwin Sapienza
   
Title: Chief Financial Officer