UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 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): February 23, 2023
________________________________
RECRUITER.COM GROUP, INC. |
(Exact name of registrant as specified in its charter) |
Nevada | | 001-53641 | | 90-1505893 |
(State or other jurisdiction of incorporation) | | (Commission File Number) | | (IRS Employer Identification No.) |
500 Seventh Avenue
New York, New York 10018
(Address of principal executive offices) (Zip Code)
Registrant’s telephone number, including area code: (855) 931-1500
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 12(b) of the Act:
Title of class | | Trading symbol | | Name of exchange on which registered |
Common Stock | | RCRT | | NASDAQ Capital Market |
Common Stock Purchase Warrants | | RCRTW | | 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 (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. ☐
Amendment No. 1 to Form 8-K
This Amendment No. 1 amends the Current Report on Form 8-K originally filed by Recruiter.com Group, Inc. on February 23, 2024, to correct a typographical error contained in the report.
Item 8.01. Other Events (as corrected).
In light of the replacement of the GOLQ Agreement with the GOLQ Licensing Agreement, no shareholder approval of such transactions is required by the NRS, the rules and regulation of Nasdaq, or the Company’s bylaws. In addition, the Company has elected to postpone the amendment of the articles of incorporation of the Company until a later date. As a result, the Company’s Proxy Statement, originally filed with the Securities and Exchange Commission on September 15, 2023 (incorrectly stated as September 15, 2024, in the original filing), will not be disseminated to shareholders, and no vote will be sought or required on the matters described therein.
The purpose of this amendment is solely to correct the filing date of the Company’s Proxy Statement from September 15, 2024, to September 15, 2023. No other changes have been made to the original Form 8-K filed on February 23, 2024.
(d) Exhibits
*Exhibits and schedules have been omitted pursuant to Item 601(a)(5) of Regulation S-K. The registrant hereby agrees to furnish copies of any of the omitted schedules or exhibits upon request of the U.S. Securities and Exchange Commission.
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 26, 2024 | | | |
| | | |
| | Recruiter.com Group, Inc. | |
| | | |
| | /s/ Miles Jennings | |
| | Miles Jennings | |
| | Chief Executive Officer | |
