CO-DIAGNOSTICS, INC. Form 8-K (Feb. 13, 2020)

Summary

Current report on Form 8-K of Co-Diagnostics, Inc. reporting an event dated February 13, 2020. Under Item 8.01 the company states that it issued a press release announcing that it closed its previously announced registered direct offering of 3,324,676 shares of common stock at $3.08 per share, for gross proceeds of approximately $10.2 million. H.C. Wainwright & Co. acted as the exclusive placement agent. The company also states that it engaged Maxim Group LLC as an independent financial advisor in connection with the transaction. The press release is Exhibit 99.1, and /s/ Dwight H. Egan, Chief Executive Officer, signed February 18, 2020.

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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): February 13, 2020

CO-DIAGNOSTICS,
 INC.
(Exact
 name of small business issuer as specified in its charter)
Utah | 1-38148 | 46-2609363
(State
 or other jurisdiction of incorporation or organization) | (Commission File Number) | (IRS
 Employer Identification Number)

2401
S. Foothill Drive, Suite D, Salt Lake City, Utah 84109

(Address
of principal executive offices)

(801)
438-1036

(Issuer’s
telephone number)

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))

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).

Securities
registered pursuant to Section 12(b) of the Act:

Title
 of each class | Trading
 Symbol(s) | Name
 of exchange on which registered
Common
 Stock, par value $0.001 per share | CODX | NASDAQ
 Capital Market

Emerging
growth company [X]

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
8.01. Other Events.

On
February 13, 2020, the Company issued a press release announcing that it closed its
previously announced registered direct offering of 3,324,676 shares of its common stock at a purchase price per share of $3.08
in a registered direct offering priced at-the-marked under the Nasdaq rules, for gross proceeds of approximately $10.2 million.
H.C. Wainwright & Co. acted as the exclusive placement agent for the offering. The Company’s press release
is filed as Exhibit 99.1 to this Current Report and is incorporated herein by reference.

Separately,
the Company engaged Maxim Group LLC as an independent financial advisor
in connection with this transaction.

Item
9.01. Financial Statements and Exhibits.

(d) | Exhibit
 No. | Description.
99.1 | Press Release, dated February 13, 2020

SIGNATURE

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.

CO-DIAGNOSTICS,
 INC.
By: | /s/
 Dwight H. Egan
Name: | Dwight
 H. Egan
Title: | Chief
 Executive Officer

Date:
February 18, 2020

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