CXApp Inc. Form 8-K Summary
Business Context and Reporting Period
CXApp Inc. filed this Current Report on April 17, 2024, under Item 8.01, “Other Events.” The company reported that it was unable to file its fiscal-year Form 10-K by April 16, 2024, the end of the extension period provided in its March 29, 2024 Form 12b-25 notification.
The delay relates to the audit of the company’s financial statements following its recent business combination, including procedures concerning the interim stub period from January 1, 2023 through March 14, 2023.
Financial Metrics, Liquidity, and Capital Structure
The filing does not provide revenue, earnings, cash flow, margins, debt, liquidity, or other financial metrics. It states only that the company requires additional time to complete the review and audit procedures for the fiscal year.
Material Changes Versus the Prior Comparable Period
- The company did not complete its Form 10-K by the April 16, 2024 extended deadline.
- The filing indicates that the audit delay continues to be associated with the recent business combination and the related interim stub-period financial statements.
- No comparable-period operating or financial results are included.
Guidance, Outlook, Risks, and Unusual Items
- Management stated that it is dedicating significant resources and working diligently to complete the required work and file the Form 10-K as soon as practicable, but no specific filing date was provided.
- Until the Form 10-K is filed and the company is otherwise current in its SEC filings, stockholders will be unable to use Rule 144 to sell restricted securities.
- The failure to timely file is expected to result in a Nasdaq notification that the company is not in compliance with Nasdaq’s timely-reporting requirements.
- If Nasdaq issues the expected notification, the company anticipates receiving 60 days from the notice date to file the Form 10-K.
- The common stock is listed on the Nasdaq Capital Market under the symbol CXAI.
Key Facts for Investors to Verify
- Whether and when CXApp files its delayed Form 10-K.
- The audited results for the fiscal year and the January 1, 2023 to March 14, 2023 stub period.
- Whether Nasdaq issues a delinquency notification and the applicable cure deadline.
- Whether the delay leads to additional audit adjustments, restatements, control deficiencies, or other disclosures in the Form 10-K.
- When the company becomes current in its SEC filings and Rule 144 restrictions are removed.