Current Report Filing (8-k)
October 29 2021 - 5:01PM
Edgar (US Regulatory)
0001529113
false
0001529113
2021-10-25
2021-10-25
iso4217:USD
xbrli:shares
iso4217:USD
xbrli:shares
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):
October 25, 2021
INPIXON
(Exact name of registrant as specified in its charter)
Nevada
|
|
001-36404
|
|
88-0434915
|
(State or other jurisdiction
of incorporation)
|
|
(Commission File Number)
|
|
(I.R.S. Employer
Identification No.)
|
2479 E. Bayshore Road, Suite 195
Palo Alto, CA
|
|
94303
|
(Address of principal executive offices)
|
|
(Zip Code)
|
Registrant’s telephone number, including
area code: (408) 702-2167
N/A
(Former name or former address, if changed since
last report.)
Check the appropriate box below if the Form 8-K
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 Act:
Title of Each Class
|
|
Trading Symbol(s)
|
|
Name of Each Exchange on Which Registered
|
Common Stock
|
|
INPX
|
|
The Nasdaq Capital Market
|
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 October 25, 2021, Inpixon
(the “Company”) received a letter from the Listing Qualifications Staff of The Nasdaq Stock Market LLC (“Nasdaq”)
indicating that, based upon the closing bid price of the Company’s common stock (“Common Stock”) for the last 30 consecutive
business days beginning on September 13, 2021, and ending on October 22, 2021, the Company no longer meets the requirement to maintain
a minimum bid price of $1 per share, as set forth in Nasdaq Listing Rule 5550(a)(2).
In accordance with Nasdaq
Listing Rule 5810(c)(3)(A), the Company has been provided a period of 180 calendar days, or until April 25, 2022, in which to regain compliance.
In order to regain compliance with the minimum bid price requirement, the closing bid price of the Company’s Common Stock must be
at least $1 per share for a minimum of ten consecutive business days during this 180-day period. In the event that the Company does not
regain compliance within this 180-day period, the Company may be eligible to seek an additional compliance period of 180 calendar days
if it meets the continued listing requirement for market value of publicly held shares and all other initial listing standards for the
Nasdaq Capital Market, with the exception of the bid price requirement, and provides written notice to Nasdaq of its intent to cure the
deficiency during this second compliance period, by effecting a reverse stock split, if necessary. However, if it appears to the Nasdaq
staff that the Company will not be able to cure the deficiency, or if the Company is otherwise not eligible, Nasdaq will provide notice
to the Company that its Common Stock will be subject to delisting.
The letter does not result
in the immediate delisting of the Company’s Common Stock from the Nasdaq Capital Market. The Company intends to monitor the closing
bid price of its Common Stock and consider its available options in the event that the closing bid price of the Company’s
Common Stock remains below $1 per share.
Item 7.01 Regulation FD Disclosure.
While there can be no assurance
that the Company will be able to regain compliance with the minimum bid price requirement, the Company does not currently intend to seek
to satisfy this requirement with a reverse stock split. As a result, the Company is not seeking approval for a reverse stock split
in connection with this year’s 2021 annual stockholder meeting. Management feels optimistic regarding its prospects and intends
to pursue available options for curing the bid price deficiency organically.
The information presented
in Item 7.01 of this Current Report on Form 8-K shall not be deemed to be “filed” for purposes of Section 18 of the Securities
Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, unless the
Company specifically states that the information is to be considered “filed” under the Exchange Act or specifically incorporates
it by reference into a filing under the Securities Act of 1933, as amended, or the Exchange Act.
Cautionary Statement Regarding Forward Looking
Statements
This Current Report on Form
8-K contains “forward-looking” statements within the meaning of the Private Securities Litigation Reform Act of 1995, including,
without limitation, statements related to (i) the Company’s ability to regain or maintain compliance with the minimum bid price
requirement or any other Nasdaq continued listing requirement and (ii) the Company’s intention to not effect a reverse stock split.
The words “intend,” “may,” “should,” “would,” “expect,” “plan,”
“anticipate,” “believe,” “estimate,” “predict,” “potential” or “continue”
or the negative of these terms or other comparable terminology are intended to identify forward-looking statements, although not all forward-looking
statements contain these identifying words. While the Company believes its plans, intentions and expectations reflected in those forward-looking
statements are reasonable, these plans, intentions or expectations may not be achieved. The Company’s actual results, performance
or achievements could differ materially from those contemplated, expressed or implied by the forward-looking statements. For information
about the factors that could cause such differences, please refer to the Company’s filings with the U.S. Securities and Exchange
Commission. Given these uncertainties, you should not place undue reliance on these forward-looking statements. The Company assumes no
obligation to update any forward-looking statement.
Item 9.01 Financial Statements and Exhibits.
Exhibit No.
|
|
Description
|
104.1
|
|
Cover Page Interactive Data File (embedded within the Inline XBRL document)
|
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.
|
INPIXON
|
|
|
Date: October 29, 2021
|
By:
|
/s/ Nadir Ali
|
|
Name:
|
Nadir Ali
|
|
Title:
|
Chief Executive Officer
|
2
Inpixon (NASDAQ:INPX)
Historical Stock Chart
From Aug 2024 to Sep 2024
Inpixon (NASDAQ:INPX)
Historical Stock Chart
From Sep 2023 to Sep 2024