Current Report Filing (8-k)
03 December 2022 - 9:01AM
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2022-12-01
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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):
December 1, 2022
________________________
Xenetic Biosciences,
Inc.
(Exact name of registrant as specified in charter)
Nevada |
|
001-37937 |
|
45-2952962 |
(State or other jurisdiction
of incorporation) |
|
(Commission
File Number) |
|
(IRS Employer
Identification No.) |
945
Concord Street |
|
Framingham, Massachusetts |
01701 |
(Address of principal executive offices) |
(Zip Code) |
(781) 778-7720
(Registrant’s telephone number, including
area code)
Not Applicable
(Former name or former address, if changed since
last report)
Check the appropriate box below if the
Form 8-K is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see
General Instruction A.2. below):
☐ 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, $0.001 par value per share |
|
XBIO |
|
The Nasdaq Stock Market |
Purchase Warrants |
|
XBIOW |
|
The
Nasdaq Stock Market |
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. |
As previously reported, on June 3, 2022,
Xenetic Biosciences, Inc. (the “Company”) received a written notification from the Listing
Qualifications Department of the Nasdaq Stock Market LLC (“Nasdaq”) notifying the Company that the closing bid price for
its common stock had been below $1.00 for 30 consecutive business days and that the Company therefore was not in compliance with the
minimum bid price requirement for continued inclusion on the Nasdaq Capital Market under Nasdaq Listing Rule 5550(a)(2) (the
“Bid Price Requirement”).
On December 1, 2022, the Company received a
letter from Nasdaq informing it that although the Company’s common stock has not regained compliance with the minimum $1.00
bid price per share requirement, Nasdaq has determined that the Company is eligible for an additional 180 calendar day period, or
until May 29, 2023, to regain compliance. Nasdaq’s determination was based on the Company meeting the continued listing
requirement for market value of publicly held shares and all other applicable requirements for initial listing on the Nasdaq Capital
Market with the exception of the bid price requirement, and the Company’s written notice of its intention to cure the
deficiency during the second compliance period by effecting a reverse stock split, if necessary.
If at any time before May 29, 2023, the closing
bid price of the Company’s common stock closes at or above $1.00 per share for a minimum of, subject to Nasdaq’s discretion,
10 consecutive business days, Nasdaq will provide written notification that the Company has achieved compliance with the Bid Price Requirement.
The Company will continue to monitor the closing
bid price of its common stock and will consider its available options to resolve the deficiency and regain compliance with the Bid Price
Requirement within the allotted compliance period. If the Company does not regain compliance within the allotted compliance period, Nasdaq
will provide notice that the Company’s common stock will be subject to delisting. The Company would then be entitled to appeal that
determination to a Nasdaq hearings panel. There can be no assurance that the Company will regain compliance with the Bid Price Requirement.
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.
|
XENETIC BIOSCIENCES, INC. |
|
|
|
|
|
By: /s/ James Parslow |
Date: December 2, 2022 |
Name: James Parslow |
|
Title: Chief Financial Officer |
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