UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
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Item 7.01. Regulation FD Disclosure.
We previously entered into an Underwriting Agreement, dated as of January 13, 2022 (the “Underwriting Agreement”), with Boustead Securities, LLC (“Boustead”) in connection with the public offering of shares of our common stock. On June 10, 2022, Boustead granted us a staged release (the “Release”) from the lock-up provisions (the “Lock-Up”) set forth in the Underwriting Agreement. The Release provides for an immediate release from the Lock-Up with respect to (a) a shelf registration statement on Form S-3 and a $100 million at-the-market offering of our common stock, (b) the adoption or amendment of any equity incentive plan or stock option plan of our company, any grants or issuances of securities thereunder, any issuances upon the exercise or conversion of securities thereunder, and the filing of any registration statements related thereto, and (c) any issuance of securities in connection with acquisitions made by our company. Further, the Release provides for a complete release from the Lock-Up effective upon the effective date of our shelf registration statement on Form S-3.
The information in this Current Report on Form 8-K is being “furnished” pursuant to Item 7.01 and shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section, and is not incorporated by reference into any Company filing, whether made before or after the date hereof, except as shall be expressly set forth by specific reference in such filing and regardless of any general incorporation language in such filing.
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.
| CERBERUS CYBER SENTINEL CORPORATION | |||
| Date: | June 16, 2022 | By: | /s/ Debra L. Smith |
| Debra L. Smith | |||
| Chief Financial Officer | |||