Nowtransit Inc. Files 8-K/A Amendment

Ticker: BHIC · Form: 8-K/A · Filed: 2024-06-25T00:00:00.000Z

Sentiment: neutral

Topics: shell-company-change, asset-transaction, corporate-governance

TL;DR

Nowtransit Inc. amended its 8-K filing, signaling a shift from shell company status and asset transactions.

AI Summary

Nowtransit Inc. filed an 8-K/A amendment on June 25, 2024, related to events from March 10, 2023. The filing indicates a change in shell company status, the completion of an acquisition or disposition of assets, and potentially unregistered sales of equity securities. It also covers the departure of directors or officers and changes in compensatory arrangements.

Why It Matters

This amendment provides updated information on significant corporate events for Nowtransit Inc., including asset transactions and changes in its corporate structure, which could impact investors' understanding of the company's status.

Risk Assessment

Risk Level: medium — The filing mentions unregistered sales of equity securities and changes in officers/directors, which can introduce uncertainty and potential risks for investors.

Key Players & Entities

FAQ

What specific event triggered the need for this 8-K/A amendment?

The amendment relates to events that occurred on or before March 10, 2023, and includes information on a change in shell company status, completion of asset acquisition/disposition, and changes in officers/directors.

When was the original event that this amendment pertains to?

The earliest event reported in this amendment occurred on March 10, 2023.

What is the primary purpose of this filing for Nowtransit Inc.?

The primary purpose is to amend a previous filing to reflect a change in shell company status, completion of asset transactions, and other corporate governance changes.

Does this filing indicate Nowtransit Inc. is no longer a shell company?

Yes, the filing explicitly lists 'Change in Shell Company Status' as an item of disclosure, suggesting a transition away from shell company status.

What types of corporate actions are detailed in this amendment?

The amendment details entry into a material definitive agreement, completion of asset acquisition/disposition, unregistered sales of equity securities, and changes in directors/officers and compensatory arrangements.

From the Filing

0001185185-24-000654.txt : 20240625 0001185185-24-000654.hdr.sgml : 20240625 20240625162811 ACCESSION NUMBER: 0001185185-24-000654 CONFORMED SUBMISSION TYPE: 8-K/A PUBLIC DOCUMENT COUNT: 15 CONFORMED PERIOD OF REPORT: 20230310 ITEM INFORMATION: Entry into a Material Definitive Agreement ITEM INFORMATION: Completion of Acquisition or Disposition of Assets ITEM INFORMATION: Unregistered Sales of Equity Securities ITEM INFORMATION: Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers: Compensatory Arrangements of Certain Officers ITEM INFORMATION: Change in Shell Company Status ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20240625 DATE AS OF CHANGE: 20240625 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Nowtransit Inc CENTRAL INDEX KEY: 0001784440 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-COMPUTER PROCESSING & DATA PREPARATION [7374] ORGANIZATION NAME: 06 Technology IRS NUMBER: 000000000 STATE OF INCORPORATION: NV FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K/A SEC ACT: 1934 Act SEC FILE NUMBER: 333-234487 FILM NUMBER: 241069315 BUSINESS ADDRESS: STREET 1: 2722 S WEST TEMPLE CITY: SALT LAKE CITY STATE: UT ZIP: 84115 BUSINESS PHONE: 801-382-7806 MAIL ADDRESS: STREET 1: 2722 S WEST TEMPLE CITY: SALT LAKE CITY STATE: UT ZIP: 84115 8-K/A 1 nowtransit20240625_8ka.htm FORM 8-K/A nowtransit20240625_8ka.htm 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): March 10, 2023   NOWTRANSIT INC. (Exact name of Registrant as specified in its charter)   Nevada (State or other Jurisdiction of Incorporation or organization) 333-234487 (Commission File Number) 98-1498782 (IRS Employer I.D. No.)   2722 S West Temple Salt Lake City , UT 84115 Phone: (385) 707-3035 (Address, including zip code, and telephone number, including area code, of registrant’s principal executive offices)   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 l4a- l2 under the Exchange Act (17 CFR 240. l4a- l2)   ☐ Pre-commencement communications pursuant to Rule l4d-2(b) under the Exchange Act (17 CFR 240. l4d-2(b))   ☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240. l3e-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         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   The Company filed a Current Report on Form 8-K on March 16, 2023 (the “ Original 8-K ”), regarding, among other things, a share exchange agreement between the Company and Best Labs, Inc., and the Company’s change in shell status. The Company did not provide Form 10 information in the Original 8-K as it inten

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