Current Report Filing (8-k)
August 05 2020 - 4:32PM
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):
August 05, 2020
ACTINIUM PHARMACEUTICALS, INC.
(Exact name of registrant as specified in
its charter)
Delaware
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001-36374
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74-2963609
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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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275 Madison Avenue, 7th Floor,
New York, NY 10016
(Address of Principal Executive Offices)
Registrant’s telephone number: (646)
677-3870
(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
(see General Instruction A.2. below):
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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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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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, par value $0.001 per share
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ATNM
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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 8.01 Other Events.
NYSE AMERICAN EXCHANGE DEFICIENCY LETTER
Actinium Pharmaceuticals, Inc. (the “Company”)
received a deficiency letter from the NYSE American LLC, or the NYSE American exchange on April 29, 2020, indicating that the Company
is not in compliance with certain NYSE American exchange continued listing standards because the Company’s shares of common
stock have been selling for a low price per share for a substantial period of time. Pursuant to Section 1003(f)(v) of the Company
Guide, the NYSE American staff determined that the Company’s continued listing is predicated on the Company effecting a reverse
stock split of the Company’s common stock or otherwise demonstrating sustained price improvement, such as trading above $1.00
for 30 days, within a reasonable period of time, which the staff determined to be until October 29, 2020.
REVERSE STOCK SPLIT OF UP TO 1-FOR-75 MAY BE
EFFECTUATED
On October 18, 2019, the Company’s board
of directors unanimously approved, subject to stockholder approval, an amendment to the Company’s certificate of incorporation
to effect a reverse stock split of the Company’s outstanding common stock by combining outstanding shares of common stock
into a lesser number of outstanding shares of common stock by a ratio of not more than 1-for-75 prior to December 18, 2020, with
the exact ratio to be set within this range by the Company’s board of directors at its sole discretion. On December
18, 2019, at the Company’s 2019 Annual Meeting of Stockholders, the Company’s stockholders approved such proposed amendment
to the Company’s certificate of incorporation.
EFFECTIVE DATE OF REVERSE STOCK SPLIT TARGETED
FOR AUGUST
The Company’s board of directors authorized
the initiation of the process to effectuate the reverse split, which the Company has undertaken. The Company is targeting the reverse
split to be effective, subject to receiving the necessary approvals and authorizations, by mid-August 2020.
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.
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Actinium Pharmaceuticals, Inc.
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Date: August 05, 2020
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/s/ Sandesh Seth
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Name: Sandesh Seth
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Title: Chairman and Chief Executive Officer
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