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As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 8/03/22 Cemtrex Inc. 8-K:3,9 7/29/22 12:296K M2 Compliance LLC/FA |
Document/Exhibit Description Pages Size 1: 8-K Current Report HTML 43K 2: EX-99.1 Miscellaneous Exhibit HTML 21K 7: R1 Cover HTML 48K 10: XML IDEA XML File -- Filing Summary XML 12K 8: XML XBRL Instance -- form8-k_htm XML 19K 9: EXCEL IDEA Workbook of Financial Reports XLSX 8K 4: EX-101.DEF XBRL Definitions -- cetxp-20220729_def XML 73K 5: EX-101.LAB XBRL Labels -- cetxp-20220729_lab XML 102K 6: EX-101.PRE XBRL Presentations -- cetxp-20220729_pre XML 70K 3: EX-101.SCH XBRL Schema -- cetxp-20220729 XSD 14K 11: JSON XBRL Instance as JSON Data -- MetaLinks 27± 34K 12: ZIP XBRL Zipped Folder -- 0001493152-22-021168-xbrl Zip 30K
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported): i July 29, 2022
(Exact name of registrant as specified in its charter)
i Delaware | i 001-37464 | i 30-0399914 | ||
(State or other jurisdiction of incorporation) |
(Commission File Number) |
(I.R.S. Employer Identification No.) |
i 276 Greenpoint Ave Bld. 8 Suite 208 i Brooklyn, i NY |
i 11101 | |
(Address of principal executive offices) | (Zip Code) |
Registrant’s telephone number, including area code: i (631) i 756-9116
(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:
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).
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. ☐
Securities registered pursuant to Section 12(b) of the Act:
Title of each class | Trading symbol | Name of each exchange on which registered | ||
i Common Stock | i CETX | i Nasdaq Capital Market | ||
i Series 1 Preferred Stock | i CETXP | i Nasdaq Capital Market |
C:
Item 3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing.
On July 29, 2022, Cemtrex, Inc. (the “Company”) received a notification letter from the Listing Qualifications Department of The Nasdaq Stock Market LLC (“Nasdaq”) notifying the Company that, because the closing bid price for the Company’s Series 1 preferred stock listed on Nasdaq was below $1.00 for 30 consecutive trading days, the Company no longer meets the minimum bid price requirement for continued listing on The Nasdaq Capital Market under Nasdaq Marketplace Rule 5550(a)(2), requiring a minimum bid price of $1.00 per share (the “Minimum Bid Price Requirement”).
The notification has no immediate effect on the listing of the Company’s Series 1 preferred stock. In accordance with Nasdaq Marketplace Rule 5810(c)(3)(A), the Company has a period of 180 calendar days from the date of notification, or until January 25, 2023, to regain compliance with the Minimum Bid Price Requirement. If at any time before January 25, 2023, the bid price of the Company’s Series 1 preferred stock closes at or above $1.00 per share for a minimum of 10 consecutive business days, Nasdaq will provide written notification that the Company has achieved compliance with the Minimum Bid Price Requirement.
The notification letter also disclosed that in the event the Company does not regain compliance with the Minimum Bid Price Requirement by January 25, 2023, the Company may be eligible for additional time. To qualify for additional time, the Company would be required to meet the continued listing requirement for market value of publicly held shares and all other initial listing standards for The Nasdaq Capital Market, with the exception of the bid price requirement, and would need to provide written notice of its intention to cure the deficiency during the second compliance period, by effecting a reverse stock split, if necessary. If the Company meets these requirements, Nasdaq will inform the Company that it has been granted an additional 180 calendar days to regain compliance. However, if it appears to the staff of Nasdaq (the “Staff”) that the Company will not be able to cure the deficiency, or if the Company is otherwise not eligible, the Staff would notify the Company that its securities will be subject to delisting. In the event of such notification, the Company may appeal the Staff’s determination to delist its securities, but there can be no assurance the Staff would grant the Company’s request for continued listing.
The Company intends to continue actively monitoring the bid price for its Series 1 preferred stock between now and January 25, 2023, and will consider available options to resolve the deficiency and regain compliance with the Minimum Bid Price Requirement.
Item 9.01 Financial Statements and Exhibits
(d) Exhibits
Exhibit Number | Exhibit Title | |
99.1 | Notice of Failure to Satisfy a Continued Listing Rule from NASDAQ Dated July 29, 2022 | |
104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
C:
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.
CEMTREX, INC. | ||
Date: August 3, 2022 | By: | /s/ Saagar Govil |
Saagar Govil | ||
Chairman, President and Chief Executive Officer |
C:
C:
This ‘8-K’ Filing | Date | Other Filings | ||
---|---|---|---|---|
1/25/23 | None on these Dates | |||
Filed on: | 8/3/22 | |||
For Period end: | 7/29/22 | |||
List all Filings |
As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 5/03/24 Cemtrex Inc. 424B4 1:566K M2 Compliance LLC/FA 4/30/24 Cemtrex Inc. S-1/A 6:1M M2 Compliance LLC/FA 4/23/24 Cemtrex Inc. S-1/A 9:1.6M M2 Compliance LLC/FA 1/17/24 Cemtrex Inc. S-1 4:760K M2 Compliance LLC/FA |