Current Report Filing (8-k)
April 26 2023 - 4:42PM
Edgar (US Regulatory)
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2023-04-21
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2023-04-21
2023-04-21
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2023-04-21
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PGRW:RedeemableWarrantsEachWholeWarrantExercisableForOneShareOfCommonStockForExercisePriceOf11.50Member
2023-04-21
2023-04-21
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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
Date of Report (Date of earliest event reported):
April 21, 2023
Progress Acquisition Corp.
(Exact name of registrant as specified in its charter)
Delaware |
|
001-40027 |
|
85-3303412 |
(State or other jurisdiction
of incorporation) |
|
(Commission File Number) |
|
(IRS Employer
Identification No.) |
10 Winthrop Square Penthouse
Boston, MA 02110
(Address of principal executive offices, including
zip code)
Registrant’s telephone number, including
area code: (617) 401-2700
Not Applicable
(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 (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 |
Units, each consisting of one share of Common Stock and one-half of one Redeemable Warrant |
|
PGRWU |
|
The Nasdaq Stock Market LLC |
Common Stock, par value $0.0001 per share |
|
PGRW |
|
The Nasdaq Stock Market LLC |
Redeemable Warrants, each whole warrant exercisable for one share of Common Stock for an exercise price of $11.50 |
|
PGRWW |
|
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 (§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; Transfers of Listing
On April 21, 2023, Progress Acquisition Corp.
(the “Company”) received a notice (the “Notice”) from the Listing Qualifications Department of The Nasdaq Stock
Market (“Nasdaq”) stating that the Company was not in compliance with Nasdaq Listing Rule 5250(c)(1) because the Company had
failed to timely file with the Securities and Exchange Commission (“SEC”) its Annual Report on Form 10-K for the fiscal year
ended December 31, 2022 (the “Form 10-K”). The Notice provides the Company with 60 days, or until June 20, 2023, to submit
to Nasdaq a plan to regain compliance in accordance with Nasdaq’s listing requirements. If the Company’s plan is accepted,
Nasdaq may grant the Company up to 180 days, or until October 18, 2023, for the Company to regain compliance. If Nasdaq does not accept
the Company’s plan, the Company will have the opportunity to appeal that decision to a Nasdaq hearings panel under Nasdaq Listing
Rule 5815(a). The Notice has no immediate effect on the listing of the Company’s Class A common stock, warrants or units on the
Nasdaq Capital Market. The Company is continuing in its efforts to file the Form 10-K as soon as reasonably practicable.
On April 26, 2023, the Company issued a press
release announcing the receipt of the Notice. A copy of the press release is furnished hereto as Exhibit 99.1.
Item 9.01 Financial Statements and Exhibits
(d) Exhibits
Exhibit
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.
Dated: April 26, 2023
|
PROGRESS ACQUISITION CORP. |
|
|
|
|
By: |
/s/ Winston Meade |
|
|
Name: |
Winston Meade |
|
|
Title: |
Chief Financial Officer |
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