Current Report Filing (8-k)
November 20 2020 - 9:00AM
Edgar (US Regulatory)
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
DC 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):
November
18, 2020
SUPERIOR
DRILLING PRODUCTS, INC.
(Exact
name of registrant as specified in its charter)
Utah
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46-4341605
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(State
of Incorporation)
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(I.R.S.
Employer Identification No.)
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1583 South 1700 East
Vernal, Utah
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84078
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(Address of principal executive offices)
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(Zip code)
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Commission
File Number: 001-36453
Registrant’s
telephone number, including area code: (435) 789-0594
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 Exchange 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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SDPI
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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 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing.
On
November 18, 2020, the Company received a notification from the NYSE American LLC (the “NYSE American”) indicating
that, as a result of the Company’s stockholders’ equity of $4.7 million as of September 30, 2020, and reported losses
for each of the last five fiscal years, the Company is not in compliance with the stockholders’ equity standards for continued
listing on the NYSE American. The notice has no immediate effect on the listing or trading of the Company’s common stock.
The
Company has until December 18, 2020 to present a plan to the NYSE American advising of actions it has taken or will take to regain
compliance with the continued listing standards by May 18, 2022. If the NYSE American accepts the plan, the Company will
be subject to ongoing periodic reviews, including quarterly monitoring, for compliance with the plan.
The
Company intends to submit a plan by December 18 and will consider all available options to regain compliance with the continued
listing standards of the NYSE American. If the Company does not submit a plan, or submits a plan which is accepted but does not
regain compliance by May 18, 2022, the NYSE American will commence delisting proceedings.
Item
8.01 Other Events.
On
November 20, 2020, the Company issued a press release announcing the notice from the NYSE American. A copy of the press release
is filed herewith as Exhibit 99.1.
Item
9.01. Financial Statements and Exhibits.
SIGNATURE
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.
Date:
November 20, 2020
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SUPERIOR
DRILLING PRODUCTS, INC.
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/s/
Christopher D. Cashion
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Christopher
D. Cashion
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Chief
Financial Officer
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