UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
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Explanatory Note
Item 8.01. Other Events.
Healthier Choices Management Corp. (the “Company”) has the established the record date and distribution date for the distribution of common stock of Healthy Choice Wellness Corp. (“HCWC”) to the holders of the Company’s common stock in connection with the previously announced spin-off (the “Spin-Off”) of all of the Class A and Class B common stock of HCWC. The Company has declared September 9, 2024 as the record date for the Spin-Off and September 13, 2024 as the distribution date for the Spin-Off.
The dates set forth above may be delayed subject to satisfaction or waiver of the conditions to the Spin-Off. The Spin-Off will be accomplished via a pro rata dividend of 1 share of our HCWC Class A common stock and 3 shares of our Class B common stock for every 208,632 shares of HCMC common stock owned on the record date. No fractional shares will be issued. No action is required by the Company stockholders in order to receive the HCWC common stock in the Spin-Off.
The HCWC Class A common stock is expected to be listed on the NYSE American under the symbol “HCWC” as of September 16, 2024.
The information furnished pursuant to this Item 7.01 shall not be deemed to be “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liability of that Section, and shall not be incorporated by reference into any filing under the Securities Act of 1933, as amended (the “Securities Act”), or the Exchange Act.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
| Exhibit | ||
| Number | Description | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| HEALTHIER CHOICES MANAGEMENT CORP. | ||
| Date: September 12, 2024 | By: | /s/ Jeffrey E. Holman |
| Jeffrey E. Holman | ||
| Chief Executive Officer | ||