8-K

22nd Century Group, Inc. (XXII)

8-K 2023-12-21 For: 2023-12-21
View Original
Added on April 09, 2026

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): December 21, 2023

22nd Century Group, Inc.

(Exact Name of Registrant as Specified in Charter)

Nevada 001-36338 98-0468420
(State or Other Jurisdiction of <br><br>Incorporation) (Commission File Number) (I.R.S. Employer<br><br>Identification No.)
500 Seneca Street, Suite 507, Buffalo, New York<br><br> <br>(Address of Principal Executive Office) 14204<br><br> <br>(Zip Code)
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Registrant’s telephone number, including area code:

(716) 270-1523

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)
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¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Securities Registered pursuant to Section 12(b) of the Act:

Title of Each Class Trading Symbol Name of Exchange on Which Registered
Common Stock, $0.00001 par value per share XXII 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.     ¨

Item 5.02: Departure of Directorsor Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

On December 21, 2023, Peter Ferola, the Chief Legal Officer and Corporate Secretary of 22nd Century Group, Inc., was terminated effective immediately.

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

22ND CENTURY GROUP, INC.
/s/ Lawrence Firestone
Date: December 21, 2023 Lawrence Firestone
Chief Executive Officer