6-K 1 ea183097-6k_siyata.htm REPORT OF FOREIGN PRIVATE ISSUER

 

 

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549 
 

FORM 6-K

 

REPORT OF FOREIGN PRIVATE ISSUER

 

PURSUANT TO RULE 13a-16 OR 15d-16
UNDER THE SECURITIES EXCHANGE ACT OF 1934

 

For the Month of: August, 2023

 

Commission File Number: 001-39557

 

Siyata Mobile Inc.
(Translation of registrant’s name into English)

 

1751 Richardson Street, Suite #2207,

Montreal, Quebec H3K-1G6, Canada

(Address of principal executive office)

 

Indicate by check mark whether the registrant files or will file annual reports under

cover of Form 20-F or Form 40-F:

 

☒ Form 20-F          ☐ Form 40-F

 

 

 

 

 

Results of the 2023 Annual General Meeting of Shareholders

At the 2023 annual general meeting of shareholders held on Thursday, August 3, 2023 at 1p.m. Eastern Time, the shareholders of Siyata Mobile Inc. approved all agenda items as originally proposed.

 

Reverse-Share Split

As of August 9, 2023, Siyata Mobile Inc. (the “Company”) will effectuate a 100 for 1 share consolidation of its authorized share capital, such that every 100 common shares, no par value, in the authorized share capital of the Company be consolidated into 1 common share, no par value (the “Share Consolidation” or “Reverse Split”).

 

The Reverse Split was approved by the Company’s shareholders on August 3, 2023, along with the Company’s board of directors, who approved implementing the Reverse Split effective as of Wednesday, August 9, 2023 at 12:01 AM. Accordingly, the Reverse Split shall be effective and the common shares are expected to begin trading on a split-adjusted basis when the market opens on August 9, 2023. The Reverse Split is intended to regain compliance by the Company with a minimum bid price of $1.00 per share for continued listing on Nasdaq, as set forth in Nasdaq Listing Rule 5550(a)(2) (the “Minimum Bid Requirement”).

 

As of August 8, 2023, there were 185,393,404 of the Company’s common shares outstanding. Effecting the Reverse Split will reduce the outstanding common shares to approximately 1,853,955 shares.

 

In connection with the Reverse Split, the CUSIP number for the common shares has changed to: 83013Q 608.

 

Treatment of Share Options, Warrants and Restricted Shares

 

The number of common shares into which the Company’s outstanding share options, warrants and restricted shares, as well as the options’ and warrants’ relevant exercise price per share will be proportionally adjusted to reflect the Reverse Split.

 

Fractional Shares

 

Any fractional shares that would have resulted because of the Reverse Split were rounded up to the nearest whole share.

 

On August 8, 2023, the Company issued a press release (the “Press Release”) announcing the Reverse Split and the 2023 annual general meeting of shareholders. A copy of the Press Release is attached hereto as Exhibit 99.1.

 

Forward Looking Statements

This Report of Foreign Private Issuer on Form 6-K contains forward-looking statements within the meaning of the “safe harbor” provisions of the Private Securities Litigation Reform Act of 1995 and other Federal securities laws. Words such as “expects,” “anticipates,” “intends,” “plans,” “believes,” “seeks,” “estimates” and similar expressions or variations of such words are intended to identify forward-looking statements. Because such statements deal with future events and are based on the Company’s current expectations, they are subject to various risks and uncertainties, and actual results, performance or achievements of the Company could differ materially from those described in or implied by the statements in this Report. The forward-looking statements contained or implied in this Report are subject to other risks and uncertainties, including those discussed under the heading “Risk Factors” in the Company’s Annual Report on Form 20-F filed with the Securities and Exchange Commission (“SEC”) on May 15, 2023, and in any subsequent filings with the SEC. Except as otherwise required by law, the Company undertakes no obligation to publicly release any revisions to these forward-looking statements to reflect events or circumstances after the date hereof or to reflect the occurrence of unanticipated events. References and links to websites and social media have been provided as a convenience, and the information contained on such websites is not incorporated by reference into this Report. The Company is not responsible for the contents of third-party websites.

  

Exhibit No.   Description
99.1   Press Release

 

 

 

SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the Company has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

Date: August 8, 2023 SIYATA MOBILE INC.
     
  By: /s/ Marc Seelenfreund
  Name:  Marc Seelenfreund
  Title: Chief Executive Officer