Current Report Filing (8-k)
December 19 2019 - 8:30AM
Edgar (US Regulatory)
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 17, 2019
FTE
NETWORKS, INC.
(Exact
name of registrant as specified in its charter)
Nevada
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001-38322
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81-0438093
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(State
or Other Jurisdiction
of
Incorporation)
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(Commission
File
Number)
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(IRS
Employer
Identification
No.)
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237
West 35th Street, Suite 806
New
York, NY
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10001
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(Address
of Principal Executive Offices)
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(Zip
Code)
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Registrant’s
Telephone Number, Including Area Code: 877-878-8136
(Former
Name or Former Address, if Changed Since Last Report): Not Applicable
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:
[ ]
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Written
communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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[ ]
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Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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[ ]
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Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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[ ]
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Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Securities
registered pursuant to Section 12(b) of the Act:
Title
of each class
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Trading
Symbol(s)
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Name
of each exchange on which registered
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Common
Stock, $0.001 par value
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FTNW
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NYSE
American
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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
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Notice
of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing.
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On
December 17, 2019, FTE Networks, Inc. (the “Company”) received a letter from the NYSE American LLC (the “Exchange”)
stating that it had determined to commence proceedings to delist the Company’s common stock from the Exchange. The common
stock was suspended at market close on NYSE American on the same date.
NYSE
Regulation commenced delisting proceedings against the Company pursuant to Section 1003(f)(iii) of the NYSE American Company Guide
(the “Company Guide”) because the Company or its management have engaged in operations that, in the opinion of the
Exchange, are contrary to the public interest. NYSE Regulation also considered Section 1009(a)(ii) of the Company Guide, which
provides that the Exchange may suspend trading in any security when necessary or appropriate for the protection of investors,
in its decision to immediately suspend trading in the Company’s common stock.
Under
NYSE American delisting procedures, the Company has a right to a review of this determination by a Committee of the Board of Directors
of the Exchange, provided a written request is filed with the Assistant Corporate Secretary of the Exchange, within seven calendar
days after receiving this notice, specifying the grounds on which the Company intends to challenge NYSE Regulation’s decision
for such a review, and along with payment of a non-refundable appeal fee in the amount of $10,000 for an oral hearing or $8,000
for a hearing based on a written submission.
The
Company is considering this and other alternatives open to the Company to act in the best interests of its shareholders and will
announce promptly any measures that its board of directors determines are appropriate.
Item
7.01
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Regulation
FD Disclosure
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On
December 19, 2019, the Company issued a press release announcing the letter from the Exchange. A copy of this release is attached
hereto as Exhibit 99.1 and is incorporated herein by reference.
Item
9.01
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Financial
Statements and Exhibits
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(d)
Exhibits
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, thereunto duly authorized.
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FTE
NETWORKS, INC.
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(Registrant)
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Date:
December 19, 2019
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/s/
Michael P. Beys
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Name:
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Michael
P. Beys
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Title:
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Interim Chief
Executive Officer
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