6-K 1 tm2119086d1_6k.htm FORM 6-K

 

 

 

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 June, 2021

 

Commission File Number 001-39809

 

MEDIROM HEALTHCARE TECHNOLOGIES INC. 

(Exact name of registrant as specified in its charter)

 

2-3-1 Daiba, Minato-ku
Tokyo 135-0091, Japan
 

(Address of Principal Executive Offices)

 

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F:

 

x Form 20-F ¨ Form 40-F

 

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): ¨

 

Note: Regulation S-T Rule 101(b)(1) only permits the submission in paper of a Form 6-K if submitted solely to provide an attached annual report to security holders

 

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): ¨ 

 

Note: Regulation S-T Rule 101(b)(7) only permits the submission in paper of a Form 6-K if submitted to furnish a report or other document that the registrant foreign private issuer must furnish and make public under the laws of the jurisdiction in which the registrant is incorporated, domiciled or legally organized (the registrant’s “home country”), or under the rules of the home country exchange on which the registrant’s securities are traded, as long as the report or other document is not a press release, is not required to be and has not been distributed to the registrant’s security holders, and, if discussing a material event, has already been the subject of a Form 6-K submission or other Commission filing on EDGAR.

 

 

 

 

 

INFORMATION CONTAINED IN THIS FORM 6-K REPORT

 

Notice to Shareholders; Results of Extraordinary General Meeting

 

On June 8, 2021 MEDIROM Healthcare Technologies Inc. (the “Company”) issued a notice to shareholders announcing the results of the Extraordinary General Meeting of Shareholders (“EGM”) held on June 8, 2021. Materials relating to the EGM, including the notice to shareholders (including the holders of the Company’s ADRs), were circulated to shareholders and holders of the Company’s ADRs between May 12, 2021 and May 24, 2021.

 

The notices to the Company’s shareholders and ADR holders are furnished in this report as Exhibit 99.1 and 99.2 and incorporated herein by reference. Such notices shall not be deemed to be “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section.

 

Forward-Looking Statements

 

Matters discussed in this report may constitute forward-looking statements. Forward-looking statements include statements concerning plans, objectives, goals, strategies, future events or performance, and underlying assumptions and other statements, which are other than statements of historical facts. The words “believe,” “anticipate,” “intends,” “estimate,” “potential,” “may,” “should,” “expect” “pending” and similar expressions identify forward-looking statements. The forward-looking statements in this report are based upon various assumptions. Although we believe that these assumptions were reasonable when made, because these assumptions are inherently subject to significant uncertainties and contingencies which are difficult or impossible to predict and are beyond our control, we cannot assure you that we will achieve or accomplish these expectations.

 

EXHIBIT INDEX

 

Exhibit No.   Description
99.1   Notice of Resolution of the Extraordinary General Meeting of Shareholders held on June 8, 2021, dated June 8, 2021.
99.2   Notice of the Extraordinary General Meeting of Shareholders to be held on June 8, 2021, dated May 24, 2021

 

 

 

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, thereunto duly authorized.

 

  MEDIROM HEALTHCARE TECHNOLOGIES INC.
Date: June 8, 2021    
  By: /s/ Fumitoshi Fujiwara
    Name: Fumitoshi Fujiwara
    Title: Chief Financial Officer