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
March 17, 2023 Date of Report (Date of earliest event reported)
FINGERMOTION, INC. (Exact name of registrant as specified in its charter)
Delaware
001-41187
20-0077155
(State or other jurisdiction of incorporation)
(Commission File Number)
(IRS Employer Identification No.)
1460 Broadway
New York, New York
10036
(Address of principal executive offices)
(Zip Code)
(347) 349-5339 Registrant's telephone number, including area code
Not applicable. (Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K 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
FNGR
The Nasdaq Stock Market LLC
Indicate by check mark whether the registrant is an emerging growth company as defined in as defined in Rule 405 of the Securities Act of 1933 (Section 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (Section 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. ☐
SECTION 3 - SECURITIES AND TRADING MARKETS
Item 3.02 Unregistered Sales of Equity Securities
On March 17, 2023, FingerMotion, Inc. (the "Company") issued 2,465,816 shares of common stock at price of $0.863 per share to its primary lender pursuant to the conversion of $2,128,000 of principal amount of the convertible promissory note (the "Note") issued to the Company's primary lender on August 9, 2022. The Company relied upon the exemption from the registration requirements under the United States Securities Act of 1933, as amended (the "U.S. Securities Act"), provided by Section 3(a)(9) of the U.S. Securities Act with respect to the issuance of the shares.
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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.
FingerMotion Inc. published this content on 22 March 2023 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 22 March 2023 20:19:01 UTC.
FingerMotion, Inc. (FingerMotio) is a mobile data specialist company. FingerMotio's business line includes Telecommunications Products and Services, Value Added Products and Services, Short Message Services (SMS) and Multimedia Messaging Services (MMS), Rich Communication Services (RCS) platform, Big Data Insights, and Video Games Division. The Telecommunication products and services offer payment and recharge services, data plans, subscription plans, mobile phones, loyalty points redemption and other products bundles. It provides mobile payment and recharge services to customers of China. The SMS and MMS services offer bulk SMS services to end consumers. The RCS platform is a messaging platform that enables businesses and brands to communicate and service to customers on the 5G infrastructure. The Company's Big Data Insights through its Sapientus platform delivers data-driven solutions and insights for businesses within the insurance, healthcare, and financial services industries.