Current Report Filing (8-k)
28 February 2023 - 9:21AM
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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):
February
27, 2023
CEA
INDUSTRIES INC.
(Exact
name of registrant as specified in its charter)
| Nevada |
|
001-41266 |
|
27-3911608 |
(State
or other jurisdiction
of incorporation) |
|
(Commission
File Number) |
|
(I.R.S.
Employer
Identification No.) |
385
South Pierce Avenue, Suite C
Louisville,
Colorado 80027
(Address
of principal executive offices and zip code)
Registrant’s
telephone number, including area code: (303) 993-5271
Check
the appropriate box below if the Form 8-K 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 Exchange Act:
| Title
of each class |
|
Trading
Symbol(s) |
|
Name
of each exchange on which registered |
| Common
Stock, $0.00001 par value |
|
CEAD |
|
Nasdaq
Capital Market |
| Warrants
to purchase Common Stock |
|
CEADW |
|
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).
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. ☐
Item
8.01 — Other Events
In
recent quarters the Company has experienced declining activity due to weakness in the macroeconomic environment of the cannabis market,
which is facing increasing competition and declining wholesale prices as consumers become more sophisticated and selective when choosing
products. The overall controlled environment agriculture market is also experiencing a fluctuating economy, rising costs, and the fear
of recession that is delaying, reducing or eliminating capital projects. Additionally, the Company faces continued supply chain, labor
and inflationary issues that are impacting customers’ contract decisions and implementation. As a result, the Company has taken
cost saving initiatives to reduce operating expenses and to reduce its workforce so as to preserve working capital and liquidity without
compromising the servicing of Company clients.
Item
9.01 Financial Statement sand Exhibits
| (a) |
Not
Applicable |
| |
|
| (b) |
Not
Applicable |
| |
|
| (c) |
Not
Applicable |
| |
|
| (d) |
Exhibits |
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.
| Date:
February 27, 2023 |
CEA
INDUSTRIES INC. |
| |
|
|
| |
By |
/s/
Anthony K. McDonald |
| |
|
Anthony
K. McDonald |
| |
|
President
and Chief Executive Officer |
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