SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): July 27, 2022
GREENLANE HOLDINGS, INC.
(Exact name of registrant as specified in its charter)
(State or other jurisdiction
1095 Broken Sound Parkway, Suite 300
Boca Raton, FL
(Address of principal executive offices)
Registrant’s telephone number, including area code: (877) 292-7660
(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|
|Class A Common Stock, $0.01 par value per share|| ||GNLN|| ||Nasdaq Global 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 8.01. Other Events
As previously disclosed, among other transactions, on June 27, 2022 (the “Offering Date”), Greenlane Holdings, Inc. (the “Company”) agreed to issue and sell pre-funded warrants to purchase up to 9,900,000 shares of the Company’s Class A common stock, par value $0.01 per share (the “Pre-Funded Warrants”) to an institutional investor (the “Investor”). On July 27, 2022, the Company, pursuant to Section 9 of the Pre-Funded Warrants, waived the Initial Exercise Date (as defined in the Pre-Funded Warrants) and permitted the Pre-Funded Warrants to be exercisable immediately (the “Waiver”). The terms of the Waiver reflect the business understanding between the Company and the Investor with respect to the exercisability of the Pre-Funded Warrants on the Offering Date.
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.
| || ||GREENLANE HOLDINGS, INC.|
|Dated: July 28, 2022|| || || By:|| ||/s/ Darshan Dahya|
| || || ||Darshan Dahya|
| || || ||Chief Accounting Officer|