Tilray Brands Files Amendment to Equity Sales Report

Ticker: TLRY · Form: 8-K/A · Filed: 2024-05-14T00:00:00.000Z

Sentiment: neutral

Topics: amendment, equity-securities, sec-filing

Related Tickers: TLRY

TL;DR

Tilray Brands filed an amendment to its equity sales report, likely clarifying previous details.

AI Summary

Tilray Brands, Inc. filed an amendment (8-K/A) on May 14, 2024, to a previous filing concerning unregistered sales of equity securities. The amendment does not appear to introduce new material information regarding specific dollar amounts or dates of these sales, but rather clarifies or corrects details of the original report.

Why It Matters

This filing indicates Tilray Brands is providing updated or corrected information regarding its equity transactions, which could be relevant for investors monitoring the company's capital structure and share issuances.

Risk Assessment

Risk Level: low — This is an amendment to a previous filing, typically for clarification or correction, and does not appear to introduce new significant events.

Key Players & Entities

FAQ

What is the primary purpose of this 8-K/A filing for Tilray Brands, Inc.?

The primary purpose of this 8-K/A filing is to amend a previous report concerning unregistered sales of equity securities, indicating a need for clarification or correction of information.

What specific item information is being reported or amended in this filing?

The filing specifically relates to 'Unregistered Sales of Equity Securities'.

On what date was this amendment filed and what is the date of the earliest event reported?

This amendment was filed on May 14, 2024, and the date of the earliest event reported is also May 14, 2024.

What is Tilray Brands, Inc.'s SEC file number?

Tilray Brands, Inc.'s SEC file number is 001-38594.

Does this amendment introduce new material financial information or significant corporate events?

Based on the provided text, this filing is an amendment to a previous report and does not appear to introduce new material financial information or significant new corporate events, but rather clarifies existing information.

From the Filing

0001140361-24-025944.txt : 20240514 0001140361-24-025944.hdr.sgml : 20240514 20240514160558 ACCESSION NUMBER: 0001140361-24-025944 CONFORMED SUBMISSION TYPE: 8-K/A PUBLIC DOCUMENT COUNT: 13 CONFORMED PERIOD OF REPORT: 20240514 ITEM INFORMATION: Unregistered Sales of Equity Securities FILED AS OF DATE: 20240514 DATE AS OF CHANGE: 20240514 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Tilray Brands, Inc. CENTRAL INDEX KEY: 0001731348 STANDARD INDUSTRIAL CLASSIFICATION: MEDICINAL CHEMICALS & BOTANICAL PRODUCTS [2833] ORGANIZATION NAME: 03 Life Sciences IRS NUMBER: 824310622 FISCAL YEAR END: 0531 FILING VALUES: FORM TYPE: 8-K/A SEC ACT: 1934 Act SEC FILE NUMBER: 001-38594 FILM NUMBER: 24944248 BUSINESS ADDRESS: STREET 1: 655 MADISON AVENUE STREET 2: 19TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10065 BUSINESS PHONE: 519.322.8800 MAIL ADDRESS: STREET 1: 655 MADISON AVENUE STREET 2: 19TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10065 FORMER COMPANY: FORMER CONFORMED NAME: Tilray, Inc. DATE OF NAME CHANGE: 20180213 8-K/A 1 ef20029139_8ka.htm 8-K/A false 0001731348 0001731348 2024-05-14 2024-05-14 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K/A (Amendment No. 1) CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 14, 2024 Tilray Brands, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-38594 82-4310622 (State or Other Jurisdiction of Incorporation) (Commission File Number) (IRS Employer Identification No.) 265 Talbot Street West ,     Leamington , ON   N8H 4H3 (Address of Principal Executive Offices,   (Zip Code) Registrant’s Telephone Number, Including Area Code: ( 844 ) 845-7291 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 class Trading Symbol(s) Name of each exchange on which registered Common Stock, $0.0001 par value per share TLRY The Nasdaq Global Select Market Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter). 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. ☐ Explanatory Note As previously disclosed in the Current Report on Form 8-K filed by Tilray Brands, Inc. (the “Company”) with the Securities and Exchange Commission on the morning of May 14, 2024 (the “Original Form 8-K”), the Company entered into a private debt-for-equity exchange transaction (the “Exchange Transaction”) with an unrelated party. This Amendment No. 1 on Form 8-K/A amends the Original Form 8-K solely to reflect that there are $330,000 in principal amount of the Company’s 5.25% Convertible Senior Notes due June 1, 2024 (the “2024 Convertible Notes”) that remain outstanding as of the date hereof.  Except as otherwise provided herein, the disclosures made in the Original Form 8-K remain unchanged. Item 3.02 Unregistered Sales

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