Current Report Filing (8-k)
September 02 2022 - 4:31PM
Edgar (US Regulatory)
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2022-08-30
2022-08-30
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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): August 30, 2022
NanoVibronix,
Inc.
(Exact
name of registrant as specified in its charter)
Delaware
(State
or other jurisdiction of incorporation)
001-36445 |
|
01-0801232 |
(Commission
File Number) |
|
(IRS Employer
Identification No.) |
525
Executive Blvd., Elmsford, NY 10523
(Address
of principal executive offices) (Zip Code)
Registrant’s
telephone number, including area code: (914) 233-3004
Not
Applicable
(Former
name or former address, if changed since last report)
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:
☐ |
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 communication
pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
|
|
☐ |
Pre-commencement communication
pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
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. ☐
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, par value
$0.001 per share |
|
NAOV |
|
Nasdaq Capital Market |
Item
3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing.
On
August 30, 2022, NanoVibronix, Inc. (the “Company”) received notice from the Listing Qualifications Staff (the “Staff”)
of The Nasdaq Stock Market LLC (“Nasdaq”) indicating that the Company’s securities would be subject to delisting due
to the Company’s continued non-compliance with the minimum bid price requirement set forth in Nasdaq Listing Rule 5550(a) unless
the Company timely requests a hearing before the Nasdaq Hearings Panel (the “Panel”). The Company intends to timely request
a hearing before the Panel, which request will stay any further action by Nasdaq at least pending the issuance of a decision by the Panel
and the expiration of any extension the Panel may grant to the Company following the hearing.
As
previously disclosed in the Company’s Current Report on Form 8-K filed on March 2, 2022, on March 1, 2022, the Staff notified the
Company that, based upon the closing bid price of the Company’s common stock for the 30 prior consecutive business days, the Company
no longer satisfied the minimum bid price requirement and had been provided a 180-calendar day grace period to regain compliance with
the rule, through August 29, 2022. The Company did not evidence compliance with the price requirement by that date, which resulted in
the issuance of the Staff’s determination.
Item
8.01 Other Events
On
September 2, 2022, the Company issued a press release announcing its receipt of the notice from the Staff of Nasdaq. A copy of
such press release is attached hereto as Exhibit 99.1 and incorporated herein by reference.
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.
|
NANOVIBRONIX, INC. |
|
|
|
Date: September 2, 2022 |
By: |
/s/ Stephen
Brown |
|
Name: |
Stephen Brown |
|
Title: |
Chief Financial Officer |
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