Meta Materials Inc. Form 8-K: Current report
Filings on SEC EDGAR, newest first; amendments sit with their base form. Values are as filed.
- 2024-08-14: Form 8-K; Period of report 2024-08-12; Description 3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing; Details 3.01.
- 2024-08-09: Form 8-K; Period of report 2024-08-07; Description 1.03 Bankruptcy or Receivership; 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; Details 1.03.
- 2024-08-01: Form 8-K; Period of report 2024-07-25; Description 1.05 Material Cybersecurity Incidents; 8.01 Other Events; Details 1.05.
- 2024-07-16: Form 8-K; Period of report 2024-07-16; Description 2.01 Completion of Acquisition or Disposition of Assets; 8.01 Other Events; Details 2.01.
| Filed | Form | Period of report | Description | Details | Document |
|---|---|---|---|---|---|
| 2024-08-14 | 8-K | 2024-08-12 | 3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing | 3.01 As previously reported by Meta Materials, Inc., a Nevada corporation (the “Company”), on a Current Report on Form 8-K filed with the Securities and Exchange Commission (the “Commission”) on August 9, 2024, the Company filed a voluntary petition for relief under the provisions of Chapter 7 of Title 11 of the United States Code, 11 U.S.C. §101 et seq. in the United States Bankruptcy Court for the District of Nevada, Case No. 24-50792 (the “Bankruptcy Filing”). | mmat-20240812.htm |
| 2024-08-09 | 8-K | 2024-08-07 | 1.03 Bankruptcy or Receivership; 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 1.03 On August 9, 2024, after consideration of all strategic alternatives, Meta Materials, Inc., a Nevada corporation (the “Company”), ceased operations and filed a voluntary petition for relief under the provisions of Chapter 7 of Title 11 of the United States Code, 11 U.S.C. §101 et seq. 5.02 On August 7, 2024, the Company terminated all of its remaining employees and executive officers, including Uzi Sasson, its President and Chief Executive Officer, and Dan Eaton, its Chief Legal Officer, with the terminations of Messrs. | mmat-20240807.htm |
| 2024-08-01 | 8-K | 2024-07-25 | 1.05 Material Cybersecurity Incidents; 8.01 Other Events | 1.05 On July 25, 2024, Meta Materials Inc. (the “Company”) became aware that its website, email system and other related information technology (IT) systems were significantly disrupted and taken offline. 8.01 On July 26, 2024, Metamaterial Technologies Canada Inc. (“MTCI”) commenced bankruptcy proceedings by filing an assignment in bankruptcy under section 49 of the Bankruptcy and Insolvency Act (Canada) in the District Court of Ontario. | mmat-20240725.htm |
| 2024-07-16 | 8-K | 2024-07-16 | 2.01 Completion of Acquisition or Disposition of Assets; 8.01 Other Events | 2.01 As previously disclosed in the Current Report on Form 8-K filed by Meta Materials Inc. (the “Company”) with the Securities and Exchange Commission (the “SEC”) on July 5, 2024, Nanotech Security Corp. (“NSC”), a wholly-owned subsidiary of 1315115 BC Inc., which is a wholly subsidiary of the Company, entered into an Asset Purchase Agreement dated July 3, 2024 (the “Purchase Agreement”) with Authentix, Inc., a Delaware corporation (“Authentix”), and Authentix Canada Solutions, Inc., a corporation formed under the laws of British Columbia, Canada (together with Authentix, “Buyer”), pursuant to which Buyer agreed to (i) purchase substantially all of the assets owned by NSC and used in the operation of the Company’s authentication business (the “Authentication Business”) and (ii) assume certain liabilities of the Authentication Business. 8.01 On July 12, 2024, Metamaterial Inc. (“MMI”), an immaterial subsidiary of the Company, made a voluntary assignment for the general benefit of creditors pursuant to the Bankruptcy and Insolvency Act (Canada) in the District Court of Ontario. | mmat-20240716.htm |
| 2024-07-05 | 8-K | 2024-07-03 | 1.01 Entry into a Material Definitive Agreement | 1.01 Entry into a Material Definitive Agreement. | mmat-20240703.htm |
| 2024-06-25 | 8-K | 2024-06-25 | 8.01 Other Events | 8.01 On June 25, 2024, the U.S. Securities and Exchange Commission (the “SEC”) issued an Order Instituting Cease-and-Desist Proceedings Pursuant to Section 8(a) of the Securities Act of 1933 (the “Securities Act”) and Section 21C of the Securities Exchange Act of 1934 (the “Exchange Act”), Making Findings, and Imposing a Cease-and-Desist Order (the “Settlement Order”) resolving the previously disclosed SEC inquiry into Meta Materials Inc. (the “Company”) related to, among other things, the merger involving Torchlight Energy Resources, Inc. and Metamaterial Inc. and other matters in connection with the foregoing. | mmat-20240625.htm |
| 2024-06-21 | 8-K | 2024-06-17 | 8.01 Other Events | 8.01 As previously disclosed, on June 5, 2024, Nanotech Security Corp. (“NSC”), a wholly-owned subsidiary of the Company, received a deposit in the amount of $2.0 million (the “Initial Deposit”) under a deposit agreement contemplated by a non-binding term sheet (the “Term Sheet”) that NSC entered into with a U.S.-based authentication and information services company (“Authentication Buyer”) regarding the potential acquisition by Authentication Buyer of all of the assets used by NSC in connection with operation of the Company’s authentication business (the “Proposed Asset Sale”). | mmat-20240617.htm |
| 2024-06-11 | 8-K | 2024-06-05 | 8.01 Other Events | 8.01 As previously disclosed in its Current Report on Form 8-K filed on May 3, 2024, due to ongoing liquidity issues, Meta Materials Inc. (the “Company”) continues to evaluate all available strategic alternatives for the Company, including, but not limited to, the divestiture of assets, additional financing and/or the sale of the Company. | mmat-20240605.htm |
| 2024-05-03 | 8-K | 2024-05-02 | 2.05 Costs Associated with Exit or Disposal Activities; 8.01 Other Events | 2.05 On May 2, 2024, the Board of Directors (the “Board”) of Meta Materials Inc. (the “Company”) approved a reduction in its workforce by approximately 80% of its employees (the “Workforce Reduction”) in order to preserve cash resources. 8.01 On May 3, 2024, the Company issued a press release announcing the Workforce Reduction and related matters. | mmat-20240502.htm |
| 2024-04-19 | 8-K | 2024-04-15 | 5.07 Submission of Matters to a Vote of Security Holders | 5.07 Meta Materials Inc. (the “Company”) held a special meeting of stockholders virtually, via live webcast on April 15, 2024 (the “Special Meeting”), in accordance with the Company’s Proxy Statement filed with the SEC on March 5, 2024 (the “Proxy Statement”). | mmat-20240415.htm |
| 2024-04-03 | 8-K | 2024-04-03 | 2.02 Results of Operations and Financial Condition | 2.02 On April 3, 2024, Meta Materials Inc. (the “Company”) hosted a webcast to discuss its financial results for the fourth quarter and year ended December 31, 2023. | mmat-20240403.htm |
| 2024-02-21 | 8-K | 2024-02-19 | 1.01 Entry into a Material Definitive Agreement; 3.02 Unregistered Sales of Equity Securities; 8.01 Other Events | 1.01 Entry into a Material Definitive Agreement. 3.02 As previously disclosed in the Company’s Current Report on Form 8-K filed on January 29, 2024, on January 23, 2024, the Board of Directors of the Company declared a distribution of one share of newly designated Series C Preferred Stock, par value $0.001 per share (“Series C Preferred Stock”), for each outstanding share of the Company's common stock and each voting right represented by the Company's Series B Preferred Stock held of record on February 2, 2024 (the “Record Date”). 8.01 On February 20, 2024, the Company issued a press release announcing the pricing of the Offering and the Letter Agreement, each as described above under Item 1.01 of this Report. | mmat-20240219.htm |
| 2024-02-13 | 8-K | 2024-02-12 | 3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing | 3.01 Notice of Delisting or .Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing. | mmat-20240212.htm |
| 2024-01-30 | 8-K | 2024-01-30 | 7.01 Regulation FD Disclosure | 7.01 On January 30, 2024, Meta Materials Inc. posted an investor presentation to its website at www.investors.metamaterial.com. | mmat-20240130.htm |
| 2024-01-29 | 8-K | 2024-01-23 | 3.03 Material Modification to Rights of Security Holders; 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year; 7.01 Regulation FD Disclosure | 3.03 The disclosure set forth in Item 5.03 below is hereby incorporated by reference into this Item 3.03. 5.03 As previously disclosed, on January 23, 2024, the board of directors (the “Board”) of Meta Materials Inc., a Nevada corporation (“META” or the “Company”), declared a distribution of one share of newly designated Series C Preferred Stock, par value $0.001 per share (“Series C Preferred Stock”), for each outstanding share of the Company’s common stock, par value $0.001 per share (“Common Stock”), and each voting right represented by the Company’s Series B Preferred Stock, par value $0.001 per share (“Series B Preferred Stock”), held of record on February 2, 2024 (the “Record Date”). 7.01 On January 23, 2024, the Company issued press releases announcing the Reversed Stock Split and the Series C Preferred Stock distribution. | mmat-20240123.htm |
| 2024-01-26 | 8-K | 2024-01-26 | 2.02 Results of Operations and Financial Condition; 7.01 Regulation FD Disclosure | 2.02 On January 26, 2024, Meta Materials Inc. (the “Company”) issued a press release providing a business update and announcing certain preliminary unaudited financial information for the fourth quarter and year ended December 31, 2023. 7.01 The information set forth under Item 2.02 is incorporated by reference into this Item 7.01. | mmat-20240126.htm |
| 2024-01-25 | 8-K | 2024-01-21 | 1.02 Termination of a Material Definitive Agreement; 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 1.02 As previously reported, on September 8, 2023, the Company entered into a common stock purchase agreement (the “Purchase Agreement”) with Gregory McCabe (the “Purchaser”), pursuant to which Mr. McCabe agreed to purchase up to an aggregate amount of $6,000,000 of the Company’s common stock. 5.02 On January 25, 2024, the Board of Directors (the “Board”) of the Company appointed Uzi Sasson to serve as President of the Company, in addition to his role as Chief Executive Officer of the Company. | mmat-20240121.htm |