Current Report Filing (8-k)
10 December 2022 - 1:32AM
Edgar (US Regulatory)
0001674227
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0001674227
2022-12-06
2022-12-06
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or Section 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of Earliest Event Reported): December
6, 2022
SCWORX CORP.
(Exact name of registrant as specified in its charter)
Delaware |
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001-37899 |
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47-5412331 |
(State or other jurisdiction
of incorporation) |
|
(Commission
File Number) |
|
(IRS Employer
Identification No.) |
590 Madison Avenue, 21st Floor
New York, New York 10022
(Address of Principal Executive Offices)
(844) 472-9679
(Registrant’s telephone number)
Check the appropriate box below if the Form 8-K
filing is intended to simultaneously satisfy the filing obligation to 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: None.
Title of each class |
|
Trading Symbol(s) |
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Name of each exchange on which registered |
Common stock, par value $0.001 per share |
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WORX |
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The Nasdaq Capital 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 3.01. Notice of Delisting or Failure to Satisfy
a Continued Listing Rule or Standard; Transfer of Listing.
As previously reported, on June 8, 2022,
Nasdaq notified the Company that based upon the Company’s closing bid price for the last 30 consecutive business days (April 26,
2022 through June 7, 2022), the Company no longer meets the listed securities requirement to maintain minimum bid price of $1 per share
pursuant to Nasdaq Rules 5550(a)(2) and 5810(c)(3)(A).
On December 6, 2022, the Company received written
notification from the Listing Qualifications Department of Nasdaq, granting the Company's request for a 180-day extension to regain compliance
with the Bid Price Rule. The Company now has until June 5, 2023 to meet the requirement. If at any time prior to June 5, 2023, the bid
price of the Company's ordinary shares closes at $1.00 per share or more for a minimum of 10 consecutive business days, the Company will
regain compliance with the Bid Price Rule.
If the Company does not regain compliance with
the Bid Price Rule during the additional 180-day extension, Nasdaq will provide written notification to the Company that its Common Stock
will be delisted. At that time, the Company may appeal the relevant delisting determination to a hearings panel pursuant to the procedures
set forth in the applicable Nasdaq Listing Rules. However, there can be no assurance that, if the Company does appeal the delisting determination
by Nasdaq to the hearings panel, that such appeal would be successful.
Nasdaq's extension notice has no immediate effect
on the listing or trading of the Company's Common Stock, which will continue to trade on the Nasdaq Capital Market under the symbol “WORX”.
Item 9.01 Financial
Statements and Exhibits.
(d) Exhibits.
Exhibit No. |
|
Description |
104 |
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Cover Page Interactive Data File (formatted as Inline XBRL). |
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 9, 2022
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SCWorx Corp. |
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By: |
/s/ Timothy A. Hannibal |
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Name: |
Timothy A. Hannibal |
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Title: |
Chief Executive Officer |
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