FALSE000180160200018016022022-11-142022-11-140001801602us-gaap:CommonClassAMember2022-11-142022-11-140001801602us-gaap:WarrantMember2022-11-142022-11-14

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): August 10, 2023


Springbig HOLDINGS, INC.
(Exact name of registrant as specified in its charter)
Delaware001-4004988-2789488
(State or other jurisdiction of incorporation)(Commission File Number)(I.R.S Employer Identification No.)

621 NW 53rd Street
Ste. 260
Boca Raton,Florida33487
(Address of principal executive offices)(zip code)

Registrant’s telephone number, including area code: (800) 972-9172

Not Applicable
(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 the 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 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 classTrading Symbol(s)Name of each exchange on which registered
Class A common stock, par value $0.0001 per shareSBIGThe Nasdaq Global Market
Warrants, each exercisable for one share of Common Stock, at an exercise price of $11.50 per shareSBIGWThe Nasdaq Global Market
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act. (Check one):


Large accelerated filer
Accelerated filer
  
Non-accelerated filer  
  ☒
Smaller reporting company
  ☒
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 2.02
Results of Operations and Financial Condition.

On August 10, 2023, SpringBig Holdings, Inc. announced its financial results for the quarter ended June 30, 2023. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated by reference.

The information in Item 2.02 and in the accompanying Exhibit 99.1 is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall they be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, regardless of any general incorporation language in such filing, except as expressly set forth by specific reference in such a filing.


Item 9.01. Financial Statements and Exhibits.

(d) Exhibits.
Exhibit
Number
Description
99.1
104
Cover Page Interactive Data File (embedded within the Inline XBRL document)










































SIGNATURE

Pursuant to the requirements of the Securities and Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
SPRINGBIG HOLDINGS, INC.
August 10, 2023By:
/s/ Jeffrey Harris
Name: Jeffrey Harris
Title: Chief Executive Officer