Current Report Filing (8-k)
21 June 2023 - 7:01AM
Edgar (US Regulatory)
0001530163
false
10022
0001530163
2023-06-14
2023-06-14
iso4217:USD
xbrli:shares
iso4217:USD
xbrli:shares
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
14, 2023
SAMSARA
LUGGAGE, INC.
(Exact Name of Registrant as Specified in Its Charter)
Nevada |
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000-54649 |
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26-0299456 |
(State of incorporation) |
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(Commission File Number) |
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(IRS Employer No.) |
135 East 57th Street, Suite 18-130
New York, New York
(Address of principal executive offices and Zip Code)
(877) 421-1574
(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 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 |
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Trading Symbol(s) |
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Name of each exchange on which registered |
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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 3.02 |
Unregistered Sales of Equity Securities. |
On June 14, 2023, the Board of Directors of Samsara
Luggage, Inc. (the “Company”) awarded David Dahan, Chief Technical Officer, and Atara Dzikowski, Chief Executive Officer,
each 833,333 shares (the “Shares”) of the Company’s common stock, $0.0001 par value per share (the “Common
Stock”) for the fiscal year ended December 31, 2022, in consideration for deferred and accrued salary payments. David Dahan and
Atara Dzikowski will thereafter each own 1,094,242 shares of Common Stock. The Shares were issued on June 14, 2023.
The Shares were issued in a private placement that
will rely upon an exemption from registration provided by Section 4(a)(2) of the Securities Act of 1933, as amended, and/or Regulation
D promulgated thereunder.
Item 5.02 Departure of Directors or Certain Officers;
Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
The information set forth in Item 3.02 above is incorporated
herein by reference.
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.
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SAMSARA LUGGAGE, INC. |
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By: |
/s/ Atara Dzikowski |
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Name: |
Atara Dzikowski |
Dated: June 20, 2023 |
Title: |
Chief Executive Officer |
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