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) January 25, 2021 (January 25, 2021)
Nxt-ID, Inc.
(Exact name of registrant as specified in its charter)
| Delaware | 001-36616 | 46-0678374 | ||
| (State
or other jurisdiction of incorporation) |
(Commission File Number) | (IRS
Employer Identification No.) |
Nxt-ID, Inc.
288 Christian Street
Hangar C 2nd Floor
Oxford, CT 06478
(Address of principal executive offices) (Zip Code)
Registrant’s telephone number, including area code: (203) 266-2103
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 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)) |
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. ☐
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, par value $0.0001 | NXTD | The Nasdaq Stock Market LLC |
| Item 8.01 | Other Events. |
On January 25, 2021, Nxt-ID, Inc. (the “Company”) issued a press release providing a general update on the status of the Company’s business. A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.
Forward-Looking Statements
This Current Report on Form 8-K and Exhibit 99.1 contain forward-looking statements. Forward-looking statements include, but are not limited to, statements that express the Company’s intentions, beliefs, expectations, strategies, predictions or any other statements related to the Company’s future activities, or future events or conditions. These statements are based on current expectations, estimates and projections about the Company’s business based, in part, on assumptions made by its management. These statements are not guarantees of future performances and involve risks, uncertainties and assumptions that are difficult to predict. Therefore, actual outcomes and results may differ materially from what is expressed or forecasted in the forward-looking statements due to numerous factors, including those risks discussed in the Company’s Annual Report on Form 10-K, and in other documents that the Company files from time to time with the Securities and Exchange Commission. Any forward-looking statements speak only as of the date on which they are made, and the Company undertakes no obligation to update any forward-looking statement to reflect events or circumstances after the date of this Form 8-K, except as required by law.
| Item 9.01 | Financial Statements and Exhibits. |
(d) Exhibits.
| Exhibit No. | Description | |
| Exhibit 99.1 | Press Release of Nxt-ID, Inc. dated January 25, 2021 |
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: January 25, 2021 | Nxt-ID, Inc. | |
| By: | /s/ Vincent S. Miceli | |
| Name: | Vincent S. Miceli | |
| Title: | Chief Executive Officer | |
2
Exhibit 99.1
Nxt-ID, Inc. Provides a General Update on the Status of its Business
Oxford, Connecticut, Jan. 25, 2021 (GLOBE NEWSWIRE) -- Nxt-ID, Inc. (NASDAQ: NXTD) (the “Company,” “we,” or “our”), a provider of healthcare devices and services, provides a general update on the status of its business.
Commented Vincent S. Miceli, CEO: “As the Company enters into 2021, I would like to begin providing the shareholders of Nxt-ID, Inc. with more frequent updates on the current status of the business and the progress that we are making as it relates to our new product initiatives. The intention of these updates will be to provide supplemental information to our shareholders and these updates will be in addition to our SEC communications and the quarterly investor conference calls that we have to discuss the Company’s operating results.”
Revenues for the month of December 2020 and January 2021 thus far are beginning to show some improvement over the average monthly revenues for the April through November 2020 timeframe. While it is too premature to declare that the COVID-19 impact on the business is behind the Company, there are some positive trends to report:
| · | Certain VA Hospitals and clinics are beginning to place orders in line with pre-COVID-19 practices and purchasing patterns. We are beginning to see some more bulk ordering from certain of the VA hospitals and we are also seeing some of the hospitals increasing their respective staffing levels. |
| · | The Company has rolled out its new 4G version of the Guardian Alert Plus and the product has been well received. The Company believes that the 4G version of the Guardian Alert is the best value proposition available for the VA Hospitals and clinics. |
| · | The Company recently submitted its GSA application with the U.S. government. We expect to receive a contract by the end of the first quarter of 2021. |
| · | The WiFi product is progressing as anticipated. We will commence final field testing in late January 2021 and we are on track for a June 2021 product launch. |
| · | The Company is also in the process of redesigning its websites for both Nxt-ID, Inc. and LogicMark with a primary focus on product exposure and brand awareness and our goal is to begin generating retail sales of our products off of the websites. |
| · | The Company continues to work very hard to achieve financial stability in this very difficult time. Our December offering was very successful and provided the Company with funding that will now enable the Company to hire new personnel in sales and marketing and will also allow the Company to reinstitute an advertising and marketing campaign focused on product awareness and brand recognition. |
Concluded Miceli: Thank you to all of our shareholders for their continued support and we look forward to providing you with additional commentary and periodic status updates on the business as we move forward into 2021.
About
Nxt-ID, Inc.
Nxt-ID, Inc. (NASDAQ: NXTD) provides technology products and services for healthcare applications. The Company has extensive
experience in access control, biometric and behavior-metric identity verification, security and privacy, encryption and data protection,
payments, miniaturization and sensor technologies. Through its subsidiary, LogicMark LLC, Nxt-ID, Inc. is a manufacturer and distributor
of non-monitored and monitored personal emergency response systems sold through dealers/distributors and the United States Department
of Veterans Affairs. Learn more about Nxt-ID at www.nxt-id.com. For Nxt-ID, Inc. corporate information contact: info@nxt-id.com
Forward-Looking Statements for Nxt-ID: This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements reflect management's current expectations, as of the date of this press release, and involve certain risks and uncertainties. Forward-looking statements include statements herein with respect to the successful execution of the Company's business strategy. The Company’s actual results could differ materially from those anticipated in these forward-looking statements as a result of various factors. Such risks and uncertainties include, among other things, our ability to establish and maintain the proprietary nature of our technology through the patent process, as well as our ability to possibly license from others patents and patent applications necessary to develop products; the availability of financing; the Company's ability to implement its long range business plan for various applications of its technology; the Company's ability to enter into agreements with any necessary marketing and/or distribution partners; the impact of competition, the obtaining and maintenance of any necessary regulatory clearances applicable to applications of the Company's technology; and management of growth and other risks and uncertainties that may be detailed from time to time in the Company's reports filed with the Securities and Exchange Commission.
Media Contact: Vincent S. Miceli
investors@nxt-id.com