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    Creatd Inc. filed SEC Form 8-K: Regulation FD Disclosure, Other Events, Financial Statements and Exhibits

    4/11/24 12:25:45 PM ET
    $CRTD
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    false 0001357671 0001357671 2024-04-10 2024-04-10 iso4217:USD xbrli:shares iso4217:USD xbrli:shares

     

    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): April 10, 2024 

     

    Creatd, Inc.

    (Exact name of registrant as specified in its charter)

     

    Nevada   001-39500   87-0645394
    (State or other jurisdiction of
    incorporation or organization)
      (Commission File Number)   (IRS Employer
    Identification No.)

     

    169 Madison Avenue, Suite 2774

    New York, NY 10016

    (Address of principal executive offices)

     

    (201) 324-4397

    (Registrant’s telephone number, including area code)

     

     

    (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
    N/A   N/A   N/A

     

    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 7.01 Regulation FD Disclosure.

     

    On April 10, 2024, Creatd, Inc., a Nevada corporation (the “Company”), issued a press release in which it announced Revenue Guidance and Updates on Upcoming Milestones (the “Press Release”). A copy of the Press Release is furnished hereto as Exhibit 99.1, incorporated herein by reference.

     

    The information in Item 7.01 and Item 8.01 to this Current Report on Form 8-K, including Exhibit 99.1 is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, except as expressly set forth by specific reference in such filing. A copy of the Press Release is furnished hereto as Exhibit 99.1, incorporated herein by reference.

     

    The Press Releasecan also be found online at:

    https://www.creatd.com/news/creatd-inc-announces-revenue-guidance-and-updates-upcoming-milestones

     

    The information in Item 7.01 and Item 8.01 to this Current Report on Form 8-K, including Exhibit 99.1 is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, except as expressly set forth by specific reference in such filing.

     

    Item 8.01 Other Events

     

    The information set forth in Item 7.01 of this Current Report on Form 8-K is incorporated by reference into this Item 8.01.

     

    Forward-Looking Statements

     

    This Current Report on Form 8-K includes information that may constitute forward-looking statements. These forward-looking statements are based on the Company’s current beliefs, assumptions and expectations regarding future events, which in turn are based on information currently available to the Company. By their nature, forward-looking statements address matters that are subject to risks and uncertainties. Forward looking statements include, without limitation, statements relating to projected industry growth rates, the Company’s current growth rates and the Company’s present and future cash flow position. A variety of factors could cause actual events and results, as well as the Company’s expectations, to differ materially from those expressed in or contemplated by the forward-looking statements. Risk factors affecting the Company are discussed in detail in the Company’s filings with the Securities and Exchange Commission. The Company undertakes no obligation to publicly update or revise any forward-looking statement, whether as a result of new information, future events or otherwise, except to the extent required by applicable securities laws.

     

    Item 9.01. Financial Statements and Exhibits.

     

    (d) Exhibits.

     

    Exhibit
    Number
      Description
    99.1   Press Release issued April 10, 2024
         
    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 hereunto duly authorized.

     

      CREATD, INC.
       
    Date: April 11, 2024 By: /s/ Jeremy Frommer
      Name:  Jeremy Frommer
      Title: Chief Executive Officer

     

     

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