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): January 31, 2020
 
AEMETIS, INC.
(Exact name of registrant as specified in its charter)
 
______________
 
Nevada
001-36475
26-1407544
(State or Other Jurisdiction
 of Incorporation)
(Commission
 File Number)
(I.R.S. Employer
 Identification No.)
 
20400 Stevens Creek Blvd., Suite 700
Cupertino, California 95014
(Address of Principal Executive Office) (Zip Code)
 
(408) 213-0940
(Registrant’s telephone number, including area code)
 
N/A
(Former name or former address, if changed since last report)
 
Title of class of registered securities
Common Stock, par value $0.001 per share
Ticker Symbol
AMTX
Name of exchange on which registered
NASDAQ
 
 
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 (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))
 

 
 
 
 
Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
 
On January 31, 2020, Dr. Steven Hutcheson notified the Company of his decision to resign as a member of the Board of Directors of the Company, effective immediately. Dr. Hutcheson’s decision to resign was not the result of any disagreement with the Company on any matter relating to the Company’s operations, policies or practices. Upon his resignation, Dr. Hutcheson will be joining the Company’s Advisory Board as its inaugural member and will continue to provide advice to the Company in its ongoing growth and strategic planning initiatives.
 
Item 3.01. Failure to Satisfy a Continued Listing Rule or Standards
 
On January 31, 2020, Aemetis, Inc. (the “Company”) received a letter from the Listing Qualifications Department of the Nasdaq Stock Market (“Nasdaq”) indicating that, based upon the closing bid price of the Company’s common stock for the last 30 consecutive business days, the Company did not meet the minimum bid price of $1.00 per share required for continued listing on The Nasdaq Global Market pursuant to Nasdaq Listing Rule 5450(a)(1). A delisting notice has not been received, and the letter indicated that the Company will be provided with a compliance period of 180 calendar days, or until July 29, 2020, in which to regain compliance pursuant to Nasdaq Listing Rule 5810(c)(3)(A). The letter further provided that if, at any time during the 180-day period, the closing bid price of the Company’s common stock is at least $1.00 for a minimum of ten consecutive business days, Nasdaq will provide the Company with written confirmation that it has achieved compliance with the minimum bid price requirement. If the Company does not regain compliance by July 29, 2020, an additional 180 days may be granted to regain compliance if the Company (i) submits an on-line Transfer Application and related application fees, (ii) meets the continued listing requirement for market value of publicly held shares and all other initial listing standards for The Nasdaq Capital Market (except for the bid price requirement) and (iii) provides written notice of its intention to cure the deficiency during the second 180-day compliance period.
 
The Company intends to actively monitor its closing bid price for its common stock between now and July 29, 2020, and intends to take any reasonable actions to resolve the Company’s noncompliance with the minimum bid price requirement as may be necessary. No determination regarding the Company’s response has been made at this time. There can be no assurance that the Company will be able to regain compliance with the minimum bid price requirement or will otherwise be in compliance with other Nasdaq listing criteria.
 
 
 
 
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.
 
 
Aemetis, Inc.
 
 
 
 
 
February 5, 2020
By:
/s/ Eric A. McAfee
 
 
 
Eric A. McAfee
 
 
 
Chief Executive Officer