Current Report Filing (8-k)
March 09 2023 - 4:29PM
Edgar (US Regulatory)
0001602078
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2023-02-23
2023-02-23
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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 1934
Date of Report (Date of earliest event
reported): February 23,
2023
NEMAURA MEDICAL INC.
(Exact name of registrant as specified in charter)
Nevada
(State or other jurisdiction of incorporation)
001-38355 |
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46-5027260 |
(Commission File Number) |
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(IRS Employer Identification No.) |
57 West 57th Street
Manhattan, NY |
10019 |
(Address of principal executive offices) |
(Zip Code) |
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Registrant’s telephone number, including area code: |
+1 (646) 416-8000 |
N/A
(Former name or former
address, if changed since last report) |
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Check the appropriate box below if the Form 8-K filing is intended
to simultaneously satisfy the filing obligation of 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(b) under the Exchange
Act (17 CFR 240.14a-12(b))
☐ 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 |
NMRD |
The Nasdaq Stock Market 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.
On February 23, 2023, the
Listing Qualifications Department of The Nasdaq Stock Market LLC (“Nasdaq”) notified Nemaura Medical Inc. (the “Company”)
that it was not in compliance with Nasdaq’s continued listing requirements under Nasdaq Listing Rule 5250(c)(1) (the “Rule”)
as a result of its failure to timely file its Quarterly Report on Form 10-Q for the quarter ended December 31, 2022 (the “Form 10-Q”).
Subsequently, on February 24, 2023, the Company filed the Form 10-Q and regained compliance with the Rule.
On February 27, 2023, the
Company received a notice from Nasdaq that, based on the Form 10-Q filing on February 24, 2023, Nasdaq determined that the Company was
in compliance with the Rule and the matter was closed.
Item 7.01. Regulation
FD Disclosure.
On March 9, 2023, the Company
issued a press release regarding the Nasdaq’s notification discussed in Item 3.01 hereof. A copy of the press release is attached
as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated by reference herein.
The information included
in this Item 7.01, including Exhibit 99.1, 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, nor shall
such information be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act,
except as shall be expressly set forth by specific reference in such a filing. The information set forth under this Item 7.01 shall not
be deemed an admission as to the materiality of any information in this Current Report on Form 8-K that is required to be disclosed solely
to satisfy the requirements of Regulation FD.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits
SIGNATURE
Pursuant to the requirements of
the Securities and 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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NEMAURA MEDICAL INC. |
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By: |
/s/ Dewan F.H. Chowdhury |
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Dewan F.H. Chowdhury Chief Executive Officer |
Date:
March 9, 2023
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