8-K
Creatd, Inc. (CRTD)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the SecuritiesExchange Act of 1934
Date of Report (Date of earliest event reported):March 31, 2023
Creatd, Inc.
(Exact name of registrant as specified in its charter)
| Nevada | 001-39500 | 87-0645394 |
|---|---|---|
| (State or other jurisdiction of<br><br>incorporation or organization) | (Commission File Number) | (IRS Employer<br><br>Identification No.) |
419 Lafayette Street, 6th Floor
New York, NY 10003
(Address of principal executive offices)
(201) 258-3770
(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:
| ☐ | 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 |
|---|---|---|
| N/A | N/A | N/A |
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.
On March 31, 2023, Creatd, Inc. (the “Company”) issued a press release announcing that the Company’s stock symbol has changed from CRTD to VOCL (the “Symbol Change”). The Company received approval from FINRA for the Symbol Change effective April 4, 2023. A copy of the press release is furnished as Exhibit 99.1 hereto. Additionally, the Company is in the process of changing its ticker on Upstream to VOCL as well.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits*.*
| ExhibitNumber | Description |
|---|---|
| 99.1 | Press Release issued March 31, 2023 |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
1
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.
| CREATD, INC. | ||
|---|---|---|
| Date: April 6, 2023 | By: | /s/ Jeremy Frommer |
| Name: | Jeremy Frommer | |
| Title: | Chief Executive Officer |
2
Exhibit 99.1
FINRAhas approved Creatd’s Symbol Change to $VOCL from $CRTD Effective Monday, April 3, 2023
| ● | Creatd today received approval from FINRA for a symbol change from $CRTD to $VOCL effective this Monday, April 3, 2023. |
|---|---|
| ● | Founder and CEO Jeremy Frommer has outlined plans to split Creatd into three separately traded public securities. |
| --- | --- |
NEW YORK, N.Y., March 31, 2023/PRNewswire/ -- Creatd, Inc. $CRTD (“Creatd” or the “Company”), the parent company of Vocal, today has received approval from the Financial Industry Regulatory Authority (FINRA) for a symbol change for its common stock. Effective this Monday, April 3, 2023, the new ticker symbol for Creatd, Inc. will be $VOCL. The company believes that the new symbol better represents its brand and mission to empower creators worldwide, as it continues to expand its innovative social media platforms.
Founder and CEO Jeremy Frommer stated that, “We follow through on what we say. Changing the symbol to $VOCL and soon officially changing the name of the company from Creatd, Inc. to Vocal, Inc. is part of a larger effort to split the company into three distinct publicly traded businesses, with three distinct CUSIPs. These steps generate significant corporate actions. Creatd’s legacy media archive, OG Collection Inc., is set to file an S-1 in accordance with plans to spin it off as a special dividend to $VOCL shareholders. The OG Collection Inc. will be assigned its own independent CUSIP and ticker symbol, potentially $OGCL.”
Frommer continued, “The next step is to spin off Creatd Ventures, which houses the company’s growing direct-to-consumer product businesses, including flagship product Basis, a hydration mix that is currently the company’s best seller with a 2-3 times return on ad spend. We plan on listing Creatd Ventures on the tZero platform, with its own independent CUSIP and ticker symbol, potentially $CVEN, to be distributed to all $VOCL shareholders at a later date.
Once these spin-offs are completed, the plan is to then list $OGCL on tZERO and similarly to list $CVEN on Upstream. The final result will leave all tech assets related to Creatd’s flagship product Vocal in $VOCL, with an expected change in CUSIP at the time of the Company’s planned uplist of $VOCL to a national exchange, an action which would combat short sellers and increase its shareholder base on a global level.
It is important to note that while changing the company’s name or symbol does not necessarily require a new CUSIP, the decision to change a CUSIP is typically made by the company and its transfer agent or custodian based on a variety of factors, such as changes in the company’s structure or ownership, or changes in the terms of the security.”
About Creatd
Creatd, Inc. $CRTD is a company with a mission to provide economic opportunities to creators and brands by multiplying the impact of platforms, people, and technology. Creatd’s pillars work together to create a flywheel effect, supporting our core vision of creating a viable and safe ecosystem for all stakeholders in the creator economy.
Creatd: https://creatd.com;
Creatd IR: https://investors.creatd.com;
Vocal Platform: https://vocal.media;
Investor Relations Contact: ir@creatd.com
Forward-Looking Statements
Any statements that are not historical facts and that express, or involve discussions as to, expectations, beliefs, plans, objectives, assumptions or future events or performance (often, but not always, indicated through the use of words or phrases such as “will likely result,” “are expected to,” “will continue,” “is anticipated,” “estimated,” “intends,” “plans,” “believes” and “projects”) may be forward-looking and may involve estimates and uncertainties which could cause actual results to differ materially from those expressed in the forward-looking statements. We caution that the factors described herein could cause actual results to differ materially from those expressed in any forward-looking statements we make and that investors should not place undue reliance on any such forward-looking statements. Further, any forward-looking statement speaks only as of the date on which such statement is made, and we undertake no obligation to update any forward-looking statement to reflect events or circumstances after the date on which such statement is made or to reflect the occurrence of anticipated or unanticipated events or circumstances. New factors emerge from time to time, and it is not possible for us to predict all of such factors. Further, we cannot assess the impact of each such factor on our results of operations or the extent to which any factor, or combination of factors, may cause actual results to differ materially from those contained in any forward-looking statements. This press release is qualified in its entirety by the cautionary statements and risk factor disclosure contained in our Securities and Exchange Commission filings.