8-K
INTELLIGENT PROTECTION MANAGEMENT CORP. (IPM)
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): May 2, 2023
| PALTALK, INC. | ||
|---|---|---|
| (Exact<br> name of registrant as specified in its charter) | ||
| Delaware | 001-38717 | 20-3191847 |
| --- | --- | --- |
| (State<br> or other jurisdiction of | (Commission<br> File Number) | (IRS<br> Employer |
| incorporation) | Identification<br> No.) |
| 30 Jericho Executive Plaza, Suite 400EJericho, NY | 11753 |
|---|---|
| (Address<br> of principal executive offices) | (Zip<br> Code) |
Registrant’s
telephone number, including area code: (212) 967-5120
(Former name or former address, if changed since last report)
Not
Applicable
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<br>communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
|---|---|
| ☐ | Soliciting<br>material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| ☐ | Pre-commencement<br>communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| ☐ | Pre-commencement<br> 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 | TradingSymbol(s) | Name of each exchange on which registered |
|---|---|---|
| Common<br> Stock, $0.001 par value | PALT | The<br> 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 (§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. ☐
Section 8— Other Events
Item 8.01 Other Events.
On May 2, 2023, Paltalk, Inc. (the “Company”) issued a press release announcing that, due to a scheduling conflict, the start time of the 2023 annual meeting of stockholders (the “Annual Meeting”) has been adjusted from 9:00 a.m. Eastern Time to 10:00 a.m. Eastern Time. The Annual Meeting will still be held virtually by means of a live audio webcast on May 11, 2023. A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated by reference herein.
The close of business on March 27, 2023 will continue to be the record date for the determination of stockholders of the Company entitled to vote at the Annual Meeting. Stockholders of the Company who have previously submitted their proxy or otherwise voted and who do not want to change their vote do not need to take any action.
No changes have been made to the proposals to be voted on by stockholders at the Annual Meeting. The Company encourages all of its stockholders to read the Company’s Definitive Proxy Statement on Schedule 14A, filed with the Securities and Exchange Commission (the “SEC”) on April 14, 2023 (the “Proxy Statement”), which is available free of charge on the SEC’s website at www.sec.gov, and on the Company’s website at www.paltalk.com.
The Company will continue to solicit votes from its stockholders with respect to the proposals set forth in the Proxy Statement. The Company encourages all stockholders who have not yet voted to do so before Wednesday, May 10, 2023 at 11:59 p.m., Eastern Time.
Section9 — Financial Statements and Exhibits
Item 9.01 Financial Statements and Exhibits.
(d)Exhibits
| Exhibit No. | Description |
|---|---|
| 99.1 | Press Release of Paltalk, Inc. dated May 2, 2023. |
| 104 | Cover<br> 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.
| Date:<br>May 2, 2023 | PALTALK, INC. | |
|---|---|---|
| By: | /s/<br> Jason Katz | |
| Jason<br> Katz | ||
| Chief<br> Executive Officer |
| 2 |
| --- |
Exhibit 99.1
Paltalk, Inc. to AdjustAnnual Meeting Start Time by One Hour
Jericho, NY - May2, 2023 (GLOBE NEWSWIRE) -- via NewMediaWire -- Paltalk, Inc. (“Paltalk,” the “Company,” “we,” “our”or “us”) (Nasdaq: PALT), a communications software innovator that powers multimedia social applications, today announced that, due to a scheduling conflict, the start time of the 2023 annual meeting of stockholders (the “Annual Meeting”) has been adjusted from 9:00 a.m. Eastern Time to 10:00 a.m. Eastern Time. The Annual Meeting will still be held virtually by means of a live audio webcast on May 11, 2023.
The close of business on March 27, 2023 will continue to be the record date for the determination of stockholders of the Company entitled to vote at the Annual Meeting. Stockholders of the Company who have previously submitted their proxy or otherwise voted and who do not want to change their vote do not need to take any action.
No changes have been made to the proposals to be voted on by stockholders at the Annual Meeting. The Company encourages all of its stockholders to read the Company’s Definitive Proxy Statement on Schedule 14A, filed with the Securities and Exchange Commission (the “SEC”) on April 14, 2023 (the “Proxy Statement”), which is available free of charge on the SEC’s website at www.sec.gov, and on the Company’s website at www.paltalk.com.
The Company will continue to solicit votes from its stockholders with respect to the proposals set forth in the Proxy Statement. The Company encourages all stockholders who have not yet voted to do so before Wednesday, May 10, 2023 at 11:59 p.m., Eastern Time.
ABOUT PALTALK, INC.(Nasdaq: PALT)
Paltalk, Inc. is a communications software innovator that powers multimedia social applications. Our product portfolio includes Paltalk and Camfrog, which together host one of the world’s largest collections of video-based communities. Our other products include ManyCam, Tinychat and Vumber. The Company has an over 20-year history of technology innovation and holds 10 patents. For more information, please visit: http://www.paltalk.com.
To be added to our news distribution list, please visit: http://www.paltalk.com/investor-alerts/.
Investor Contacts:
IR@paltalk.com
ClearThink
nyc@clearthink.capital
917-658-7878