false 0001859035 0001859035 2023-12-13 2023-12-13 0001859035 us-gaap:CommonStockMember 2023-12-13 2023-12-13 0001859035 us-gaap:RightsMember 2023-12-13 2023-12-13 0001859035 MCAG:UnitsMember 2023-12-13 2023-12-13 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

 

December 13, 2023

Date of Report (Date of earliest event reported)

 

Mountain Crest Acquisition Corp. V

(Exact Name of Registrant as Specified in its Charter)

 

Delaware   001-41062   86-1768041
(State or other jurisdiction
of incorporation)		   (Commission
File Number)		   (I.R.S. Employer
Identification No.)

 

311 West 43rd Street, 12th Floor
New York, NY		   10036
(Address of Principal Executive Offices)   (Zip Code)

 

Registrant’s telephone number, including area code: (646) 493 6558

 

N/A

(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
   
☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act
   
☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act
   
☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act

 

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   MCAG   The Nasdaq Stock Market LLC
Rights   MCAGR   The Nasdaq Stock Market LLC
Units   MCAGU   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 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).

 

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 3.01. Notice of Delisting or Failure to Satisfy a Continued Listing rule or Standard; Transfer of Listing.

 

On December 13, 2023, Mountain Crest Acquisition Corp. V, a Delaware corporation (the “Company”), received a notice (the “Notice”) from the Nasdaq Stock Market LLC (“Nasdaq”), stating that the Company’s listed securities failed to comply with the $35,000,000 market value of listed securities (“MVLS”) requirement for continued listing on The Nasdaq Capital Market in accordance with Nasdaq Listing Rule 5550(b)(2) based upon the Company’s MVLS for the 30 consecutive business days prior to the date of the Notice.

 

The Notice has no immediate effect on the listing of the Company’s securities on Nasdaq and in accordance with Nasdaq Listing Rule 5810(c)(3)(C), the Company has been provided a period of 180 calendar days, or until June 10, 2024, in which to regain compliance. In order to regain compliance, the MVLS of the Company must close at $35,000,000 or more for a minimum of ten consecutive business days during this 180-day period.

 

There can be no assurance that the Company will be able to regain compliance with the MVLS requirement, or maintain compliance with the other Nasdaq continued listing requirements.

 

No Offer or Solicitation

 

This Current Report on Form 8-K is for informational purposes only and is not intended to and shall not constitute a proxy statement or the solicitation of a proxy, consent or authorization with respect to any securities or in respect of an initial business combination or PIPE financing and is not intended to and shall not constitute an offer to sell or the solicitation of an offer to sell or the solicitation of an offer to buy or subscribe for any securities or a solicitation of any vote of approval, nor shall there be any sale, issuance or transfer of securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction.

 

1

 

 

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: December 19, 2023  
   
MOUNTAIN CREST ACQUISITION CORP. V  
   
By: /s/ Suying Liu  
Name: Suying Liu  
Title: Chief Executive Officer  

 

2

 

v3.23.4
Cover
Dec. 13, 2023
Document Type 8-K
Amendment Flag false
Document Period End Date Dec. 13, 2023
Entity File Number 001-41062
Entity Registrant Name Mountain Crest Acquisition Corp. V
Entity Central Index Key 0001859035
Entity Tax Identification Number 86-1768041
Entity Incorporation, State or Country Code DE
Entity Address, Address Line One 311 West 43rd Street
Entity Address, Address Line Two 12th Floor
Entity Address, City or Town New York
Entity Address, State or Province NY
Entity Address, Postal Zip Code 10036
City Area Code (646)
Local Phone Number 493 6558
Written Communications false
Soliciting Material false
Pre-commencement Tender Offer false
Pre-commencement Issuer Tender Offer false
Entity Emerging Growth Company true
Elected Not To Use the Extended Transition Period false
Common Stock [Member]  
Title of 12(b) Security Common Stock
Trading Symbol MCAG
Security Exchange Name NASDAQ
Rights [Member]  
Title of 12(b) Security Rights
Trading Symbol MCAGR
Security Exchange Name NASDAQ
Units  
Title of 12(b) Security Units
Trading Symbol MCAGU
Security Exchange Name NASDAQ
Mountain Crest Acquisiti... (NASDAQ:MCAGU)
Historical Stock Chart
From Apr 2024 to May 2024 Click Here for more Mountain Crest Acquisiti... Charts.
Mountain Crest Acquisiti... (NASDAQ:MCAGU)
Historical Stock Chart
From May 2023 to May 2024 Click Here for more Mountain Crest Acquisiti... Charts.