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): September 28, 2023

 _______________________________

 

UPEXI, INC.

(Exact name of registrant as specified in its charter)

_______________________________

 

 

Nevada

 

333-25526

 

83-3378978

(State or Other Jurisdiction

of Incorporation)

 

(Commission

File Number)

 

(I.R.S. Employer

Identification No.)

 

3030 North Rocky Point Drive, Suite 420

Tampa, Florida 33607

(Address of Principal Executive Offices) (Zip Code)

 

(701) 353-5425

(Registrant's telephone number, including area code)

 

17129 US Hwy 19 N.

Clearwater, FL 33764

(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:

 

☐

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, par value $0.001

 

UPXI

 

NASDAQ

 

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 7.01 Regulation FD Disclosure

 

Item 8.01 Other Events.

 

On September 28, 2023, the Company issued a press release announcing it will host a conference call on Monday, October 2, 2023, at 4:30 p.m. ET, to discuss its financial results for the fiscal year 2023 and provide a business update, a copy of which is attached as Exhibit 99.1 to this Current Report on Form 8-K and incorporated by reference herein.

 

On September 28, 2023, the Company issued a press release announcing that Chief Executive Officer, Allan Marshall will participate in the Jefferies Pet Care and Wellness Summit, a copy of which is attached as Exhibit 99.2 to this Current Report on Form 8-K and incorporated by reference herein.

 

The information in Item 7.01 and Item 8.01, including Exhibit 99.1 and Exhibit 99.2 attached hereto, is being furnished and shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), nor shall it be deemed incorporated by reference in any of the Company’s filings under the Securities Act, or the Exchange Act, whether made before or after the date hereof, except as shall be expressly set forth by specific reference to this Report in such filing.

 

Section 9 – Financial Statements and Exhibits

 

Item 9.01 Financial Statements and Exhibits.

 

Exhibit No.

Exhibit Description

99.1

Press Release of Upexi, Inc., dated September 28, 2023

99.2

 

Press Release of Upexi, Inc., dated September 28, 2023

104

 

Cover Page Interactive Data File (embedded within the Inline XBRL Document)

 

 

2

 

 

 

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.

 

 

UPEXI, INC.

 

 

Dated: October 2, 2023

/s/ Andrew J. Norstrud

 

 

Name: Andrew J. Norstrud

 

 

Title: Chief Financial Officer

 

 

 

3

 

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Cover
Sep. 28, 2023
Cover [Abstract]  
Entity Registrant Name UPEXI, INC.
Entity Central Index Key 0001775194
Document Type 8-K
Amendment Flag false
Entity Emerging Growth Company true
Document Period End Date Sep. 28, 2023
Entity Ex Transition Period false
Entity Incorporation State Country Code NV
Entity File Number 333-25526
Entity Tax Identification Number 83-3378978
Entity Address Address Line 1 3030 North Rocky Point Drive
Entity Address Address Line 2 Suite 420
Entity Address City Or Town Tampa
Entity Address State Or Province FL
Entity Address Postal Zip Code 33607
City Area Code 701
Local Phone Number 353-5425
Written Communications false
Soliciting Material false
Pre Commencement Tender Offer false
Pre Commencement Issuer Tender Offer false
Security 12b Title Common Stock, par value $0.001
Trading Symbol UPXI
Security Exchange Name NASDAQ
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