CISO Global, Inc. - Form 8-K Summary
Business Context and Reporting Period
This Current Report on Form 8-K was filed by CISO Global, Inc. on January 4, 2024, regarding events occurring on December 28, 2023. The company is incorporated in Delaware and its common stock trades on The Nasdaq Stock Market LLC under the symbol "CISO".
Key Financial Metrics
The filing text does not provide specific values for revenue, profit, cash flow, margins, debt, or liquidity. The report focuses exclusively on regulatory compliance regarding stock listing status.
Material Changes
The primary material change is the notification from the Nasdaq Listing Qualifications Staff that the company's securities will be delisted. This decision follows a history of non-compliance with the Minimum Bid Price Rule (Rule 5550(a)(2)), where the stock closed below $1.00 for 30 consecutive days starting in March 2023. Despite receiving an extension until March 25, 2024, the company triggered the "Low Priced Stocks Rule" (Rule 5810(c)(3)(A)(iii)) because the closing bid price was $0.10 or less for 10 consecutive trading days ending December 26, 2023.
Outlook, Risks, and Management Commentary
- Delisting Action: Unless an appeal is requested, trading will be suspended on January 8, 2024, and a Form 25-NSE will be filed to remove the securities from Nasdaq.
- Appeal Plan: Management intends to timely request a hearing before a Hearings Panel to stay the suspension. The company plans to present a plan to regain compliance with the Minimum Bid Price Rule.
- Trading Status: Common stock will continue to trade on Nasdaq under the symbol "CISO" pending the conclusion of the appeal process.
- Risks: There is no assurance that the Panel will grant an extension period or that the company will be able to evidence compliance with listing requirements before any extension expires.
Investor Verification Checklist
- Confirm the filing of the appeal request with the Nasdaq Hearings Panel to verify if the January 8, 2024 suspension is stayed.
- Monitor the company's stock price to determine if it can meet the Minimum Bid Price Rule requirements during any potential extension period.
- Review the company's specific plan to regain compliance as presented to the Hearings Panel.
- Check for the filing of Form 25-NSE, which would confirm the final removal of securities from Nasdaq listing.