UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
CURRENT REPORT
Pursuant to Section 13 or 15(d) of
The Securities Exchange Act of 1934
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EXPLANATORY NOTE
Lazydays Holdings, Inc. (the “Company”) is refiling its Amended and Restated Certificate of Incorporation (the “Certificate of Incorporation”), including the Company’s Certificate of Designations of Series A Convertible Preferred Stock (the “Certificate of Designations”), which became effective on March 15, 2018. The previously filed Certificate of Designations was a form document which inadvertently omitted certain information in Annex A of the Certificate of Designations. The Certificate of Incorporation is being refiled to match what was filed with the Secretary of State of the State of Delaware. The previously filed Certificate of Incorporation was a form document that included blanks for a conformed signature and date that were not included in the version that was filed with the State of Delaware.
The Company is also refiling its Amended and Restated Bylaws (the “Bylaws”), which became effective on March 15, 2018. The previously filed Bylaws were a form document which inadvertently omitted the date.
The foregoing description of the Certificate of Incorporation, Certificate of Designations and Bylaws does not purport to be complete and is qualified in its entirety by reference to the complete text of the Certificate of Incorporation, Certificate of Designations and Bylaws, copies of which are attached to this Form 8-K as Exhibits 3.1 and 3.2, and are incorporated into this Form 8-K by reference.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
The following exhibits are filed herewith:
| Exhibit No. |
Description | |
| 3.1 | Amended and Restated Certificate of Incorporation of Lazydays Holdings, Inc., including the Certificate of Designations of Series A Convertible Preferred Stock | |
| 3.2 | Amended and Restated Bylaws of Lazydays Holdings, Inc. | |
| 104 | Cover Page Interactive Data File (formatted as Inline XBRL) |
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.
| LAZYDAYS HOLDINGS, INC. | ||
| June 3, 2022 | By | /s/ Nicholas J. Tomashot |
| Date | Nicholas J. Tomashot | |
| Chief Financial Officer | ||