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    Evolv Technologies Holdings Inc. filed SEC Form 8-K: Regulation FD Disclosure

    7/1/25 4:55:29 PM ET
    $EVLV
    Computer peripheral equipment
    Technology
    Get the next $EVLV alert in real time by email
    false 0001805385 0001805385 2025-07-01 2025-07-01 0001805385 us-gaap:CommonClassAMember 2025-07-01 2025-07-01 0001805385 us-gaap:WarrantMember 2025-07-01 2025-07-01 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): July 1, 2025

     

    Evolv Technologies Holdings, Inc.

    (Exact name of registrant as specified in its charter)

     

    Delaware   001-39417   84-4473840
    (State or other jurisdiction
    of incorporation)
      (Commission
    File Number)
      (IRS Employer
    Identification No.)

     

    500 Totten Pond Road, 4th Floor

    Waltham, Massachusetts

      02451
    (Address of principal executive offices)   (Zip Code)

     

    (781) 374-8100

    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
    Class A common stock, par value $0.0001 per share   EVLV   The Nasdaq Stock Market
    Warrants to purchase one share of Class A common stock   EVLVW   The Nasdaq Stock Market

     

    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 July 1, 2025, Evolv Technologies Holdings, Inc. (the “Company”) filed with the Securities and Exchange Commission, a post-effective amendment to the Company’s existing shelf registration statement, previously filed on August 12, 2021, to register (1) certain resales of the Company’s previously issued securities and (2) the exercise of certain warrants previously issued by the Company. The Company’s decision to file the post-effective amendment was a procedural matter, as the recently completed restatement rendered the prior registration statement on Form S-3 ineffective per Securities and Exchange Commission rules. The post-effective amendment was filed for the sole purpose of changing the form on which the registration statement was filed from a registration statement on Form S-3 to a registration statement on Form S-1, and did not register any additional securities.

     

     

     

     

    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.

     

      Evolv Technologies Holdings, Inc.
         
    Date: July 1, 2025By: /s/ George C. Kutsor
      Name: George C. Kutsor
      Title: Chief Financial Officer

     

     

     

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