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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): June 3, 2025

 

SOLÉSENCE, INC.

(Exact name of registrant as specified in its charter)

Delaware 001-42589 36-3687863
(State or other (Commission (IRS Employer
jurisdiction of File Number) Identification No.)
incorporation)    

1319 Marquette Drive

Romeoville, Illinois 60446

(Address of Principal Executive Offices) (Zip Code)

(630) 771-6708

(Registrant’s telephone number, including area code)

SOLESENCE, INC.

(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
Common Stock, $0.01 par value per share SLSN The NASDAQ Stock Market LLC

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 or Rule 12b-2 of the Securities Exchange Act of 1934.

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 5.03. Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.

As previously disclosed, on March 10, 2025, Solésence, Inc. (the “Company”) filed an amendment (the “Amendment”) to its certificate of incorporation with the Secretary of State of the State of Delaware to change the Company’s name from Nanophase Technologies Corporation to Solesence, Inc. On June 3, 2025, the Company filed a certificate of correction to the Amendment (the “Certificate of Correction”) with the Secretary of State of the State of Delaware to add an accent over the first “e” in the Company’s name that was inadvertently omitted from the Amendment. The Certificate of Correction effectively changes the Company’s name to Solésence, Inc. No other changes were made.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits.

Exhibit No.   Description
3.1   Certificate of Correction, filed June 3, 2025, to the Company’s Certificate of Amendment to the Company’s Certificate of Incorporation.
     
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.

Dated: June 6, 2025

 

  NANOPHASE TECHNOLOGIES CORPORATION
       
       
  By: /s/ JESS JANKOWSKI  
    Name: Jess Jankowski  
    Title: Chief Executive Officer