8-K
DAXOR CORP (DXR)
UNITEDSTATES
SECURITIESAND EXCHANGE COMMISSION
Washington,D.C. 20549
FORM8-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): January 20, 2022
DaxorCorporation
(Exact name of registrant as specified in its charter)
| New<br> York | 811-22684 | 13-2682108 |
|---|---|---|
| (State<br> or other jurisdiction<br><br> <br>of<br> incorporation) | (Commission<br><br> <br>File<br> Number) | (IRS<br> Employer<br><br> <br>Identification<br> No.) |
109 Meco Lane, Oak Ridge, Tennessee 37830
(Address of principal executive offices, including zip code)
(212) 330-8500
(Registrant’s telephone number, including area code)
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<br>Act (17 CFR 230.425) |
|---|---|
| ☐ | Soliciting material pursuant to Rule 14a-12 under the Exchange<br>Act (17 CFR 240.14a-12) |
| ☐ | Pre-commencement communications pursuant to Rule 14d-2(b)<br>under the Exchange Act (17 CFR 240.14d-2(b)) |
| ☐ | Pre-commencement communications pursuant to Rule 13e-4(c)<br>under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities registered pursuant to Sections 12(b) of the Act:
| Title<br> of each class | Trading<br> symbol(s) | Name<br> of each exchange on which registered |
|---|---|---|
| Common<br> stock, par value $00.01 per share | DXR | NYSE<br> American |
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<br> 3.01. | Notice<br> of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing. |
|---|
On January 20, 2022, Daxor Corporation (the “Company”) announced plans to transfer the listing of the Company’s common stock from the NYSE American Exchange to the Nasdaq Stock Market. Until the Company has transferred its listing to the Nasdaq Stock Market, the Company’s shares will continue to trade on the NYSE American Exchange. A copy of the press release announcing the plan to transfer listing to the Nasdaq Stock Market, dated January 20, 2022, is attached as Exhibit 99 to this Current Report on Form 8-K and is incorporated into this Form 8-K by reference.
| Item<br> 9.01. | Financial<br> Statements and Exhibits. |
|---|
The following exhibit is being furnished herewith:
ExhibitIndex
| Exhibit No. | Description |
|---|---|
| Exhibit<br> 99 | Press<br> Release dated January 20, 2022. |
| Exhibit<br> 104 | Cover<br> Page Interactive Data File (the cover page Interactive Data File is embedded within the Inline XBRL document). |
SIGNATURES
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.
| DAXOR CORPORATION | ||
|---|---|---|
| Date:<br> January 20, 2022 | By: | /s/ Robert J. Michel |
| Name: | Robert<br> J. Michel | |
| Title: | Chief<br> Financial Officer |
Exhibit99
DaxorCorporation to Commence Trading on The Nasdaq Capital Market On February 2, 2022
OakRidge, TN – January 20, 2022 — Daxor Corporation (NYSE: DXR), the global leader in blood volume measurement technology, today announces that it will commence trading on The Nasdaq Capital Market effective at the opening of trading on February 2, 2022, transferring the listing of its common stock from the New York Stock Exchange - American. Daxor’s common stock will continue trading under the ticker symbol “DXR” after the transfer. The Company’s common stock will continue to trade on the NYSE American until the market closes on February 1, 2022.
“Nasdaq’s long tradition of listing category-defining medical technology companies aligns well with Daxor’s innovative blood volume technology portfolio,” commented Michael Feldschuh, CEO and President of Daxor. “We believe the move to Nasdaq will improve the visibility of our stock, enhance trading liquidity in our shares, and provide us with greater exposure to institutional investors. We are grateful for the partnership and support that the New York Stock Exchange has provided to us over our many years with them.”
AboutDaxor Corporation
Daxor Corporation (NYSE: DXR) is the global leader in blood volume measurement technology focused on blood volume testing innovation. We developed and market the BVA-100® (Blood Volume Analyzer), the first diagnostic blood test cleared by the FDA to provide safe, accurate, objective quantification of blood volume status and composition compared to patient-specific norms. The BVA technology enhances hospital performance metrics in a broad range of surgical and medical conditions, including heart failure and critical care, by informing treatment strategies, resulting in significantly improved multiple measures of patient outcomes. Daxor’s mission is to advance healthcare by enabling optimal fluid management with blood volume analysis. Daxor’s vision is optimal blood volume for all. For more information, please visit our website at Daxor.com.
Forward-LookingStatements
Certain statements in this release may include forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, including without limitation, statements regarding the impact of hiring sales staff and expansion of our distribution channels. Forward-looking statements are predictions, projections and other statements about future events that are based on current expectations and assumptions and, as a result, are subject to risks and uncertainties. Many factors could cause actual future events to differ materially from the forward-looking statements in this release, including, without limitation, those risk associated with our post-market clinical data collection activities, benefits of our products to patients, our expectations with respect to product development and commercialization efforts, our ability to increase market and physician acceptance of our products, potentially competitive product offerings, intellectual property protection, FDA regulatory actions, our ability to integrate acquired businesses, our expectations regarding anticipated synergies with and benefits from acquired businesses, and additional other risks and uncertainties described in our filings with the SEC. Forward-looking statements speak only as of the date when made. Daxor does not assume any obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.
InvestorRelations Contact:
Bret Shapiro
Sr. Managing Partner, CORE IR
516-222-2560
brets@coreir.com