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SECURITIES AND EXCHANGE COMMISSION

Washington, DC 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 8, 2025

 

VOCODIA HOLDINGS CORP

(Exact name of the registrant as specified in its charter)

 

Wyoming   001-41963   86-3519415
(State or other jurisdiction
of incorporation)
  (Commission File Number)  

(IRS Employer

Identification No.)

 

6401 Congress Avenue, Suite #160, Boca Raton, Florida 33487

(Address of principle executive offices) (Zip code)

 

Registrant’s telephone number, including area code: (561) 484-5234

 

Not applicable

(Former name or 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 (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))

 

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   VHAI   N/A
Series A Warrants   VHAIW   N/A
Series B Warrants   VHAIBW   N/A

 

Indicate by check mark whether the registrant is an emerging growth company as defined in as defined in Rule 405 of the Securities Act of 1933 (§230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2).

 

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 5.02 Departure of Certain Officers; Appointment of Certain Officers

 

On January 8, 2025, Ned Siegel notified the Board of Directors (“Board”) of Vocodia Holdings Corp. (the “Company”) of his resignation as a director of the Company and member of each committee of the Board, effective January 8, 2025. Mr. Siegel’s resignation was not the result of any disputes or disagreements with the Company or the Company’s Board of Directors on any matter relating to the operations, policies or practices of the Company.

 

Item 8.01 Other Events

 

On January 8, 2025, the Board unanimously agreed that the Company would no longer consolidate their earnings with its subsidiaries Vocodia JV, Inc., a Delaware corporation, and Vocodia FL, LLC, a Florida limited liability company (together, the “Subsidiaries”). The Subsidiaries have not previously had, nor do they currently have any operations.

 

Item 9.01 Financial Statements and Exhibits

 

(d) Exhibits

 

The following exhibits are filed with this report:

 

Exhibit
Number
  Description of Document
104   Cover Page Interactive Data File (embedded within the Inline XBRL document)

 

1

 

 

SIGNATURES

 

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

 

  VOCODIA HOLDINGS CORP.
   
Date: January 13, 2025 By: /s/ Brian Podolak
    Brian Podolak
    Chief Executive Officer

 

 

2