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CELH Celsius

Filed: 5 Mar 21, 2:52pm

 

 

 

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): March 4, 2021

 

CELSIUS HOLDINGS, INC. 

(Exact name of registrant as specified in charter)

 

Nevada 

(State or other jurisdiction of incorporation)

 

000-55663 20-2745790
 (Commission File Number) (IRS Employer Identification No.)

 

2424 N. Federal Highway, Suite 208, Boca Raton, Florida 33431 

(Address of principal executive offices and zip code)

 

(561) 276-2239
(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 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(b) 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
     
Common Stock, $0.001 par value per share CELH The 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. ☐

 

 

 

 

 

 

When used in this Current Report on Form 8-K, unless otherwise indicated, the terms “the Company,” “Celsius,” “we,” “us” and “our” refer to Celsius Holdings, Inc. and its subsidiaries.

 

Item 7.01Regulation FD Disclosure.

 

On March 4, 2021, Celsius issued a press release announcing that (a) the Company will release financial results for the fourth quarter and full year ended December 31, 2020 on Thursday, March 11, 2021 before the market open; and (b) our management will then host a conference call that same day at 10:00 am Eastern Time to discuss the results with the investment community.

 

Persons desiring to participate in the conference call, please call one of the following telephone numbers at least 10 minutes before the start of the call:

 

US: 877-709-8150

International: 201-689-8354

 

An audio replay of the call will be available on the Company’s website at:

https://www.celsiusholdingsinc.com/press-releases/

 

A copy of the press release is included as Exhibit 99.1 to this report.

 

In accordance with General Instruction B.2 of Form 8-K, the information furnished pursuant to this Item 7.01, and including Exhibit 99.1 furnished herewith, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.

 

Item 9.01Financial Statements and Exhibits.

 

 (d)Exhibits

 

Exhibit No Description
   
99.1 Press Release dated March 4, 2021

 

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SIGNATURE

 

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.

 

 CELSIUS HOLDINGS, INC.
   
Date: March 5, 2021By:/s/ John Fieldly
  John Fieldly, Chief Executive Officer

 

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