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   46-4341605

(State of Incorporation)

 

(I.R.S. Employer Identification No.)

 

1583 South 1700 East

Vernal, Utah

 

84078

(Address of principal executive offices)   (Zip code)

 

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:

 

[  ] 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))

 

Securities Registered Pursuant to Section 12(b) of the Exchange Act:

 

Title of each class:   Trading Symbol(s)   Name of each exchange on which registered:
Common Stock, $0.001 par value   SDPI   NYSE American

 

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.

 

Exhibit Number   Description
     
99.1   Press release dated November 20, 2020 regarding NYSE American notice.

 

 
 

 

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

 

  SUPERIOR DRILLING PRODUCTS, INC.
   
  /s/ Christopher D. Cashion
  Christopher D. Cashion
  Chief Financial Officer