Item 3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or
Standard; Transfer of Listing.
On March 29, 2023, Nasdaq Stock Market LLC ("Nasdaq") notified Tenax
Therapeutics, Inc. (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").
In accordance with Nasdaq Listing Rule 5810(c)(3)(A), the Company has a
compliance period of 180 calendar days, or until September 25, 2023, to regain
compliance with the Bid Price Rule. If at any time before September 25, 2023,
the bid price of the Company's common stock closes at $1.00 per share or more
for a minimum of ten consecutive business days, Nasdaq will provide the Company
with a written confirmation of compliance with the Bid Price Rule.
If the Company does not regain compliance with the Bid Price Rule by September
25, 2023, the Company may be eligible for an additional 180-day compliance
period. 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, with the exception of the Bid
Price Rule, and would need to provide written notice of its intention to cure
the bid price deficiency during the second compliance period, by effecting a
reverse stock split, if necessary.
If the Company does not regain compliance with the Bid Price Rule when required,
Nasdaq will provide written notification to the Company that its common stock is
subject to delisting. At that time, the Company may appeal the delisting
determination to a Nasdaq hearings panel.
The notice from Nasdaq has no immediate effect on the listing of the Company's
common stock and its common stock will continue to be listed on the Nasdaq
Capital Market under the symbol "TENX". The Company is currently evaluating its
options for regaining compliance. There can be no assurance that the Company
will regain compliance with the Bid Price Rule or maintain compliance with any
of the other Nasdaq continued listing requirements.
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