Current Report Filing (8-k)
July 16 2019 - 9:00AM
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):
July 16, 2019 (July 11, 2019)
DIGITAL
ALLY, INC.
(Exact
name of registrant as specified in its charter)
Nevada
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001-33899
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20-0064269
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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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9705
Loiret Blvd., Lenexa, KS 66219
(Address
of principal executive offices) (Zip Code)
(913)
814-7774
(Registrant’s
telephone number, including area code)
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:
[ ]
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Written
communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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[ ]
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Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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[ ]
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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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[ ]
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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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Item
3.01. Notice of Delisting or Failure to Satisfy a Continued Listing Standard; Transfer of Listing.
On
July 11, 2019 Digital Ally, Inc. (the “Company”) received a notice from the from the staff (the “Staff”)
of The NASDAQ Stock Market LLC (“Nasdaq”) that, for the previous 30 consecutive business days, the minimum Market
Value of Listed Securities (MVLS) for the Company’s common stock was below the $35 million minimum MVLS requirement for
continued listing on The NASDAQ Capital Market under Nasdaq Listing Rule 5550(b)(2) (the “MLVS Rule”). In accordance
with Nasdaq Listing Rule 5810(c)(3)(C), the Company will have 180 calendar days, or until January 7, 2020, to regain compliance
with the MVLS Rule. To regain compliance with the MLVS Rule, the minimum MVLS for the Company’s common stock must be at
least $35 million for a minimum of 10 consecutive business days at any time during this 180-day period. If the Company regains
compliance with the MLVS Rule, Nasdaq will provide the Company with written confirmation and will close the matter.
If
the Company does not regain compliance with the rule by January 7, 2020, NASDAQ will provide notice that the Company’s common
stock will be delisted from the NASDAQ Capital Market. In the event of such notification, the Nasdaq rules permit the Company
an opportunity to appeal NASDAQ’s determination.
The
Company is monitoring the MLVS of its common stock and will consider options available to it to potentially achieve compliance
Except
for the factual statements made herein, information contained in this report consists of forward-looking statements within the
meaning of the Private Securities Litigation Reform Act of 1995 that involve risks, uncertainties and assumptions that are difficult
to predict. Words such as “will,” “would,” “may,” “intends,” “potential,”
and similar expressions, or the use of future tense, identify forward-looking statements, but their absence does not mean that
a statement is not forward-looking. Such forward-looking statements are not guarantees of performance and actual actions or events
could differ materially from those contained in such statements. For example, there can be no assurance that the Company will
regain compliance with the MLVS Rule during any compliance period or in the future, or otherwise meet Nasdaq compliance standards,
that the Company will be eligible for a second compliance period, or that Nasdaq will grant the Company any relief from delisting
as necessary or that the Company can ultimately meet applicable Nasdaq requirements for any such relief. The forward-looking statements
contained in this report speak only as of the date of this report and the Company undertakes no obligation to publicly update
any forward-looking statements to reflect changes in information, events or circumstances after the date of this report, unless
required by law.
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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DIGITAL
ALLY, INC.
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Date:
July 16, 2019
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By:
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/s/
STANTON E. ROSS
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Name:
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Stanton
E. Ross
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Title:
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Chairman,
President and Chief Executive Officer
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