Current Report Filing (8-k)
16 November 2022 - 8:16AM
Edgar (US Regulatory)
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0001861522
2022-11-15
2022-11-15
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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): November 15, 2022
Kidpik
Corp.
(Exact
name of registrant as specified in its charter)
Delaware |
|
001-41032 |
|
81-3640708 |
(State
or other jurisdiction
of
incorporation or organization) |
|
(Commission
File
Number) |
|
(I.R.S.
Employer
Identification
Number) |
200
Park Avenue South, 3rd Floor
New
York, New York |
|
10003 |
(Address
of principal executive offices) |
|
(Zip
Code) |
Registrant’s
telephone number, including area code: (212) 399-2323
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 (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, $0.001 par value per share |
|
PIK |
|
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 ☒
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
2.02 |
Results
of Operations and Financial Condition. |
On
November 15, 2022, Kidpik Corp. (“Kidpik” or the “Company”) issued a press release and will hold
a conference call and webcast regarding, among other things, its financial results for the quarter ended October 1, 2022. A copy of the
press release, which includes information on the conference call and webcast, and a summary of such financial results is furnished as
Exhibit 99.1 to this Form 8-K and incorporated herein by reference.
The
information contained in this Current Report and Exhibit 99.1 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
Company is making reference to non-GAAP financial information in the press release and the conference call. A reconciliation of these
non-GAAP financial measures to the comparable GAAP financial measures is contained in the attached press release.
This
Current Report on Form 8-K, including the press release furnished as Exhibit 99.1 to this
Current Report on Form 8-K, contains forward-looking statements within the meaning
of the federal securities laws, including the Private Securities Litigation Reform Act of 1995,
and, as such, may involve known and unknown risks, uncertainties and assumptions. You can identify these forward-looking statements
by words such as “may,” “should,” “expect,” “anticipate,”
“believe,” “estimate,” “intend,” “plan” and other similar
expressions. These forward-looking statements relate to the Company’s current expectations
and are subject to the limitations and qualifications set forth in the press release and presentation as well as in the Company’s
other filings with the Securities and Exchange Commission, including, without limitation, that actual events and/or results may differ
materially from those projected in such forward-looking statements. These statements also involve known and unknown risks, which may
cause the results of the Company, its divisions and concepts to be materially different than those expressed or implied in such statements,
including, but not limited to those referenced in the press release. Accordingly, readers should
not place undue reliance on any forward-looking statements. Forward-looking statements may include comments as to the Company’s
beliefs and expectations as to future financial performance, events and trends affecting its business and are necessarily subject to
uncertainties, many of which are outside the Company’s control. More information on potential factors that could affect the Company’s
financial results is included from time to time in the “Cautionary Note Regarding Forward-Looking Statements,” “Risk
Factors” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations”
sections of the Company’s periodic and current filings with the SEC, including the Form 10-Qs and Form 10-Ks, filed with the SEC
and available at www.sec.gov and in the “Investors” – “Financial Info” – “SEC
Filings” section of the Company’s website at https://investor.kidpik.com/sec-filings. Forward-looking statements
speak only as of the date they are made. The Company undertakes no obligation to publicly update or revise any forward-looking statements,
whether as a result of new information, future events or otherwise that occur after that date, except as otherwise provided by law.
Item
9.01 |
Financial
Statements and Exhibits. |
*
Furnished herewith.
The
inclusion of any website address in this Form 8-K, and any exhibit thereto, is intended to be an inactive textual reference only and
not an active hyperlink. The information contained in, or that can be accessed through, such website is not part of or incorporated into
this 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:
November 15, 2022
|
Kidpik
Corp. |
|
|
|
|
By: |
/s/
Ezra Dabah |
|
Name: |
Ezra
Dabah |
|
Title: |
Chief
Executive Officer |
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