Current Report Filing (8-k)
May 27 2022 - 6:02PM
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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
May
24, 2022
Date
of Report (Date of earliest event reported)
Viveon
Health Acquisition Corp.
(Exact
Name of Registrant as Specified in its Charter)
Delaware |
|
001-39827 |
|
85-2788202 |
(State
or other jurisdiction
of incorporation) |
|
(Commission
File Number) |
|
(I.R.S.
Employer
Identification No.) |
c/o
Gibson, Deal & Fletcher, PC
Spalding
Exchange
3953
Holcomb Bridge Road
Suite
200
Norcross
Georgia |
|
30092 |
(Address
of Principal Executive Offices) |
|
(Zip
Code) |
Registrant’s
telephone number, including area code: (404) 861-5393
N/A
(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 |
☐ |
Soliciting
material pursuant to Rule 14a-12 under the Exchange Act |
☐ |
Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act |
☐ |
Pre-commencement
communications pursuant to Rule 13e-4(c) under 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 |
Units |
|
VHAQ.U |
|
NYSE
American, LLC |
Common
Stock |
|
VHAQ |
|
NYSE
American, LLC |
Warrants |
|
VHAQ.WS |
|
NYSE
American, LLC |
Rights |
|
VHAQ.R |
|
NYSE
American, LLC |
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.
Item
3.01. Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing.
As
previously reported in a Form 12b-25 Notification of Late Filing filed by Viveon Health Acquisition Corp. (the “Company”)
on May 16, 2022, the Company is delayed in filing with the Securities and Exchange Commission (the “SEC”) its Quarterly Report
on Form 10-Q for the quarter ended March 31, 2022 (the “Form 10-Q”) because the financial statements could not be completed
in sufficient time to solicit and obtain the necessary review of the Form 10-Q in a timely fashion prior to the due date of the report.
As
of May 23, 2022, the Company remained unable to file the Form 10-Q. As a result, on May 24, 2022, in accordance with standard procedures
related to the delayed filing of the Form 10-Q with the SEC, the Company received a late filer notification from the New York Stock Exchange
(the “NYSE”) stating that the Company is not in compliance with the NYSE American’s continued listing requirements
under the timely filing criteria established in the NYSE American Company Guide. Under Section 1007 of the NYSE American Company Guide,
the Company could be granted up to 12 months to cure the late filer deficiency. The initial six month period to regain compliance is
automatic and the additional six months is only granted upon request by the Company and approval by the NYSE. The NYSE notice has no
immediate effect on the listing or trading of the Company's securities on the NYSE American.
The
Company anticipates that it will fully regain compliance with the NYSE American’s continued listing requirements upon filing its
Form 10-Q.
A
press release, dated May 27, 2022, disclosing the Company's receipt of the NYSE notification letter is attached as Exhibit 99.1 and is
furnished herewith.
Item
9.01. Financial Statements and Exhibits.
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.
Dated:
May 27, 2022 |
|
|
|
VIVEON
HEALTH ACQUISITION CORP. |
|
|
|
By: |
/s/
Jagi Gill |
|
Name: |
Jagi
Gill |
|
Title: |
Chief
Executive Officer |
|
2
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