Abeona Therapeutics Inc 8-K, filed Nov 12, 2020
Abeona Therapeutics Inc. (ABEO)
About this 8-K
Abeona Therapeutics Inc filed this 8-K on November 12, 2020, reporting on events of November 5, 2020.
Items reported
- Item 3.01: Delisting notice or listing transfer
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
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CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
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Item 3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing.
On November 5, 2020, Abeona Therapeutics Inc. (the “Company”) received a letter from the Nasdaq Stock Market (“Nasdaq”) stating that the previously-disclosed departures of two independent directors from the Company’s Board of Directors (the “Board”) resulted in noncompliance with the independent director and audit committee requirements set forth in Listing Rule 5605 (the “Notice”). More specifically, the Board currently is not comprised of a majority of “independent directors” within the meaning of Listing Rule 5605(a)(2), and the Board’s Audit Committee does not have at least three members, each of whom is independent and meets the criteria for independence set forth in Rule 10A-3(b)(1) of the Securities Exchange Act of 1934, as amended. Currently, the Board has two independent members and two non-independent members, and the Audit Committee consists of two independent members.
The Notice states that, consistent with Listing Rules 5605(b)(1)(A) and 5605(c)(4), the Company is entitled to cure the noncompliance, and the cure period is defined as (i) until the earlier of the Company’s next annual stockholders’ meeting or September 27, 2021; or (ii) if the next annual stockholders’ meeting is held on or before March 26, 2021, then the Company must evidence compliance no later than March 26, 2021.
The Board will undertake to identify and select a suitable candidate or candidates to join the Board who would both qualify as “independent” and meet the Audit Committee criteria set forth in Listing Rule 5605. The Board intends to regain compliance with the independent director and audit committee requirements by or before the end of the cure period described above.
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.
| November 12, 2020 | Abeona Therapeutics Inc. | |
| (Registrant) | ||
| By: | /s/ Brendan M. O’Malley | |
| Name: | Brendan M. O’Malley | |
| Title: | Corporate Secretary | |