UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
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Item 3.01. Notice of Filing of Form 25 for Delisting from NASDAQ
On February 6, 2025, Kidpik Corp. (the “Company”) issued a press release of their intention to file Form 25 with the Securities and Exchange Commission (the “SEC”) to effect the voluntary delisting of its common stock from the Nasdaq Stock Market LLC, New York Stock Exchange. On February 18, 2025, the Company filed Form 25 which will become effective February 27, 2025, 10 days after the filing of Form 25, in accordance with the provisions of Rule 12d2-2(b) under the Securities Exchange Act of 1934, as amended (the “Exchange Act”).
Pursuant to Rule 12d2-2(a) under the Securities Exchange Act of 1934, as amended (the “Exchange Act”), the delisting of the Securities is expected to become effective ten (10) days after the filing of Form 25 with the SEC. The Company also intends to deregister the Securities under Section 12(b) of the Exchange Act and suspend its reporting obligations under Section 15(d), by filing Form 15.
The Company has determined that the voluntary delisting and deregistration are in the best interests of the Company and its shareholders, which will allow Kidpik to terminate its reporting obligations under the Securities Exchange Act of 1934, as the Company no longer meets the thresholds for shareholders or assets required for reporting.
The Company’s common stock may continue to be quoted on OTC PINK Market under the symbol “PIKM” after the delisting; however, there can be no assurance that a market for the securities will develop or be maintained.
Item 9.01. Financial Statements and Exhibits
(d) Exhibits
Exhibit No. | Description | |
99.1* | Form 25 | |
104 | Inline XBRL for the cover page of this Current Report on Form 8-K |
* Filed herewith.
** Furnished herewith.
Non-Active Hyperlinks
The inclusion of any website address in this Form 8-K, and any exhibit thereto, is intended to be an inactive textual reference only and not an active hyperlink. The information contained in, or that can be accessed through, such website is not part of or incorporated into this Form 8-K.
Cautionary Statement Regarding Forward-Looking Statements
This Current Report on Form 8-K contains forward-looking statements regarding the delisting, deregistration, and anticipated impacts. These statements are subject to risks and uncertainties, including those described in the Company’s filings with the SEC. The Company undertakes no obligation to update forward-looking statements to reflect events or circumstances after the date hereof.
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.
Dated: February 18, 2025
Kidpik Corp. | ||
By: | /s/ Ezra Dabah | |
Name: | Ezra Dabah | |
Title: | Chief Executive Officer |