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Form 8-K UPEXI, INC. For: Aug 17

August 17, 2022 9:16 AM EDT

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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): August 17, 2022

_______________________________

 

UPEXI, INC.

(Exact name of registrant as specified in its charter)

_______________________________

 

Nevada

 

333-25526

 

83-3378978

(State or Other Jurisdiction of Incorporation)

 

(Commission File Number)

 

(I.R.S. Employer Identification No.)

 

17129 US Hwy 19 N.

Clearwater, FL 33760

(Address of Principal Executive Offices) (Zip Code)

 

(701) 353-5425

(Registrant's telephone number, including area code)

 

Grove, Inc.

(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, par value $0.001

 

GRVI

 

NASDAQ

 

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.

 

 

 

 

Item 5.03. Amendment to Articles of Incorporation and By-Laws.

 

Effective as of August 17, 2022, Grove, Inc. (the “Company”) changed its name to Upexi, Inc. The Company filed a Certificate of Amendment to its Articles of Incorporation with the Nevada Secretary of State to effectuate the name change. A copy of the Certificate of Amendment is attached hereto as an exhibit.

 

Item 8.01. Other Events.

 

In connection with the name change, effective as of August 17, 2022, the Company changed its Nasdaq trading symbol from “GRVI” to “UPXI”.

 

Item 9.01. Financial Statements and Exhibits.

 

The following exhibits are furnished with this report: 

 

(d) 

Exhibit No.

 

Description

 

 

 

 

 

3.1

 

Certificate of Amendment, filed August 16, 2022 (effective August 17, 2022).

 

104

 

Cover Page Interactive Data File (embedded within the Inline XBRL Document)

 

 
2

 

 

SIGNATURE

 

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.

 

 

UPEXI, INC.

 

 

 

 

 

Date: August 17, 2022

By: 

/s/ Allan Marshall

 

 

 

Allan Marshall

 

 

 

Chief Executive Officer

 

 

 
3

 

 

EXHIBIT INDEX

 

(d) 

Exhibit No.

 

Description

 

 

 

 

 

3.1

 

Certificate of Amendment, filed August 16, 2022 (effective August 17, 2022).

 

104

 

Cover Page Interactive Data File (embedded within the Inline XBRL Document)

 

 
4

 



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