Current Report Filing (8-k)
13 März 2023 - 12:31PM
Edgar (US Regulatory)
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2023-03-13
2023-03-13
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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):
March 13, 2023
NIGHTFOOD HOLDINGS, INC.
(Exact Name of Registrant as Specified in Charter)
Nevada |
|
000-55406 |
|
46-3885019 |
(State or
Other Jurisdiction
of Incorporation) |
|
(Commission
File
Number) |
|
(I.R.S. Employer
Identification
No.) |
520 White Plains Road – Suite 500
Tarrytown, New York 10591
(Address of Principal Executive Offices) (Zip Code)
Registrant’s telephone number, including
area code: (888) 888-6444
(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 (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 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)) |
Indicate by check mark whether the registrant is an emerging growth
company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934
(17 CFR §240.12b-2).
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. ☐
Securities registered pursuant to Section 12(b) of the Act:
Title of each class |
|
Trading Symbol(s) |
|
Name of each exchange on which registered |
Not applicable |
|
Not applicable |
|
Not applicable |
Item 7.01 Regulation FD Disclosure.
On March 13, 2023, Nightfood Holdings, Inc. (the
“Company” or “Nightfood”) issued a press release to announce that the Company has teamed up with Sonesta International
Hotels Corporation to offer sleep-friendly snacks across multiple Sonesta brands: Sonesta Select, Sonesta ES Suites, and Sonesta Simply
Suites.
Sonesta is the eighth largest hotel company in
the United States, with approximately 1,200 properties totaling 100,000 guest rooms across 17 brands in eight countries. This launch is
part of Sonesta’s ongoing corporate-level commitment to guest sleep and wellness.
The first phase of the roll-out across the
three Sonesta managed brands features Nightfood ice cream pints in Cookies n’ Dreams and Midnight Chocolate flavors available
for purchase in hotel lobby markets in approximately 160 managed Sonesta Select, Sonesta ES Suites, and Sonesta Simply Suites properties nationwide. Nightfood recently launched sleep-friendly cookies, and has ice cream sandwiches, chips, and
other snacks in the development pipeline. Sonesta will explore adding other Nightfood snacks nationally throughout 2023 and beyond
to its market offerings.
The press release, which is furnished as Exhibit
99.1 to this Current Report on Form 8-K, is incorporated herein by reference. The information in this Item 7.01 and Exhibit 99.1 is being
furnished pursuant to Item 7.01 and 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. This Item 7.01 and Exhibit 99.1 will not be deemed an
admission as to the materiality of any information herein (including Exhibit 99.1).
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
Exhibit Number |
|
Description |
99.1 |
|
Press release |
104 |
|
Cover Page Interactive Data File (embedded within the Inline XBRL document) |
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.
Date: March 13, 2023
|
NIGHTFOOD HOLDINGS, INC. |
|
|
|
By: |
/s/ Sean Folkson |
|
Name: |
Sean Folkson |
|
Title: |
Chief Executive Officer |
2
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