DFNS 8-K
T3 Defense Inc. (DFNS)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
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Item 3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing.
On August 22, 2024, Nukkleus Inc. (the “Company”) received a notification letter from the Listing Qualifications Department of the Nasdaq Stock Market (“Nasdaq”) indicating that the Company is not in compliance with Nasdaq Listing Rule 5250(c)(1) due to its failure to timely file its Quarterly Report on Form 10-Q for the quarter ended June 30, 2024 (the “Form 10-Q”). The notification letter is the latest in a series of notifications from Nasdaq regarding the Company’s non-compliance with certain continued listing requirements, including:
| 1. | Minimum Bid Price Requirement (Nasdaq Listing Rule 5550(a)(2)): The Company previously received a notification letter on May 6, 2024 indicating that the closing bid price for the Company’s common stock had been below $1.00 per share for 35 consecutive business days, and the Company was provided 180 calendar days, or until November 4, 2024, to regain compliance. |
| 2. | Minimum Market Value of Publicly Held Shares Requirement (Nasdaq Listing Rule 5450(b)(3)(c)): The Company previously received a notification letter on May 16, 2024 indicating that the Market Value of Publicly Held Shares for the Company’s common stock had been below $15 million for 30 consecutive business days, and the Company was provided 180 calendar days, or until November 12, 2024, to regain compliance. |
| 3. | Minimum Market Value of Listed Securities Requirement (Nasdaq Listing Rule 5450(b)(2)(A)): The Company previously received a notification letter on May 16, 2024 indicating that the Market Value of Listed Securities for the Company’s common stock had been below $50 million for 33 consecutive business days, and the Company was provided 180 calendar days, or until November 12, 2024, to regain compliance. |
The Company has until October 21, 2024 to submit a plan of compliance to Nasdaq addressing how the Company intends to regain compliance with Nasdaq’s listing rules. If the plan is accepted, Nasdaq in its discretion may grant the Company an extension of up to 180 calendar days from the due date of the Form 10-Q, or until February 17, 2025, to evidence compliance. The Company is working diligently to complete and file the Form 10-Q as soon as possible and regain compliance with Nasdaq’s listing rules. However, there can be no assurance that the Company will be able to regain compliance within the prescribed time periods or that Nasdaq will grant the Company any additional extensions. This notification has no immediate effect on the listing or trading of the Company’s common stock on the Nasdaq Global Market.
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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.
| NUKKLEUS INC. | ||
| Date: August 27, 2024 | By: | /s/ Jamal “Jamie” Khurshid |
| Name: | Jamal “Jamie” Khurshid | |
| Title: | Chief Executive Officer | |
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