Current Report Filing (8-k)
May 21 2019 - 5:01PM
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): May 17, 2019
RCI
HOSPITALITY HOLDINGS, INC.
(Exact
Name of Registrant as Specified in Its Charter)
Texas
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001-13992
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76-0458229
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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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10737
Cutten Road
Houston,
Texas 77066
(Address
of Principal Executive Offices, Including Zip Code)
(281)
397-6730
(Issuer’s
Telephone Number, Including Area Code)
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, $0.01 par value
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RICK
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The
Nasdaq Global Market
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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
May 17, 2019, we received a written notice (the “Notice”) from the Listing Qualifications Department of The Nasdaq
Stock Market (“Nasdaq”) indicating that we are not in compliance with Listing Rule 5250(c)(1) because we have failed
to file our Quarterly Report on Form 10-Q for the fiscal quarter ended March 31, 2019 (the “Form 10-Q”).
Under
the Nasdaq Listing Rules, we have until July 16, 2019 to submit a plan to Nasdaq as to how we plan to regain compliance with Nasdaq’s
continued listing requirements. Although we intend to regain compliance by filing our Form 10-Q as soon as practicable, if we
are unable to file our Form 10-Q by July 16, 2019, we will submit a compliance plan on or prior to that date. If Nasdaq accepts
our plan, Nasdaq can grant an exception of up to 180 calendar days from the filing’s due date, or until November 6, 2019,
to regain compliance. We may regain compliance at any time during this 180-day period upon filing with the Securities and Exchange
Commission our Form 10-Q, as well as all subsequent required periodic financial reports that are due within that period. If Nasdaq
does not accept our plan, we will have the opportunity to appeal that decision to a Nasdaq Hearings Panel.
The
Nasdaq notification letter has no immediate effect on the listing of our common stock on Nasdaq.
SIGNATURES
Pursuant
to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report on Form 8-K to be signed
on its behalf by the undersigned hereunto duly authorized.
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RCI
Hospitality Holdings, INC
.
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Date:
May 21, 2019
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By:
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/s/
Eric Langan
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Eric
Langan
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President
and Chief Executive Officer
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