Item 3.01. Notice of Delisting or Failure to Satisfy a Continued Listing Rule or
Standard; Transfer of Listing.
On February 18, 2022, CNS Pharmaceuticals, Inc. (the "Company") received a
deficiency letter from the Listing Qualifications Department (the "Staff") of
the Nasdaq Stock Market ("Nasdaq") notifying the Company that for the last 30
consecutive business days the bid price for the Company's common stock had
closed below the minimum $1.00 per share requirement for continued inclusion on
the Nasdaq Capital Market pursuant to Nasdaq Listing Rule 5550(a)(2) (the "Bid
Price Rule"). The deficiency letter does not result in the immediate delisting
of the Company's common stock from the Nasdaq Capital Market.
In accordance with Nasdaq Listing Rule 5810(c)(3)(A) (the "Compliance Period
Rule"), the Company has been provided an initial period of 180 calendar days, or
until August 17, 2022 (the "Compliance Date"), to regain compliance with the Bid
Price Rule. If, at any time before the Compliance Date, the bid price for the
Company's common stock closes at $1.00 or more for a minimum of 10 consecutive
business days as required under the Compliance Period Rule, the Staff will
provide written notification to the Company that it complies with the Bid Price
Rule, unless the Staff exercises its discretion to extend this 10 day period
pursuant to Nasdaq Listing Rule 5810(c)(3)(H).
If the Company is not in compliance with the Bid Price Rule by August 17, 2022,
the Company may be afforded a second 180 calendar day period to regain
compliance. To qualify, the Company would be required to meet the continued
listing requirement for market value of publicly held shares and all other
initial listing standards for The Nasdaq Capital Market, except for the minimum
bid price requirement. In addition, the Company would be required to notify
Nasdaq of its intent to cure the minimum bid price deficiency, which may
include, if necessary, implementing a reverse stock split.
If the Company does not regain compliance with the Bid Price Rule by the
Compliance Date and is not eligible for an additional compliance period at that
time, the Staff will provide written notification to the Company that its common
stock may be delisted. The Company would then be entitled to appeal the Staff's
determination to a NASDAQ Listing Qualifications Panel and request a hearing.
There can be no assurance that, if the Company does appeal the delisting
determination by the Staff to the NASDAQ Listing Qualifications Panel, that such
appeal would be successful.
The Company intends to monitor the closing bid price of its common stock and
may, if appropriate, consider available options to regain compliance with the
Bid Price Rule, which could include effecting a reverse stock split. However,
there can be no assurance that the Company will be able to regain compliance
with the Bid Price Rule.
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