Business Context and Reporting Period
Company: Stran & Company, Inc. (Nasdaq: SWAG, SWAGW)
Filing Type: Form 8-K (Current Report)
Date of Report: August 23, 2024 (Event Date)
Reporting Period: The filing addresses compliance status regarding the Quarterly Report on Form 10-Q for the period ended June 30, 2024, and a prior delinquent filing for the period ended March 31, 2024.
Key Financial Metrics
This filing is a current report regarding listing compliance and does not contain financial statements. Consequently, the filing text does not provide clear values for revenue, profit, cash flow, margins, debt, or liquidity.
Material Changes and Listing Status
- Delisting Notification: On August 23, 2024, the Company received a Notification Letter from Nasdaq stating it is not in compliance with Listing Rule 5250(c)(1) due to the failure to file the Form 10-Q for the quarter ended June 30, 2024.
- Previous Delinquency: The Company previously received an exception until December 16, 2024, to file the delinquent Form 10-Q for the quarter ended March 31, 2024.
- Compliance Deadline: Any additional exception to regain compliance is limited to a maximum of 180 calendar days from the due date of the initial delinquent filing, expiring on December 16, 2024.
- Required Action: The Company must submit an "Updated Plan" to regain compliance to the Nasdaq Listing Qualifications staff by September 24, 2024.
Outlook, Risks, and Management Commentary
- Management Intent: The Company intends to submit the Updated Plan and take necessary steps to regain compliance as soon as practicable.
- Uncertainty: There is no assurance that the Updated Plan will be accepted by Nasdaq staff or that the Company will be able to regain compliance with listing rules.
- Reason for Delay: The delay in filing the Form 10-Q is attributed to matters previously described in a Form 12b-25 filed on August 15, 2024.
- Forward-Looking Statements: The filing includes standard disclaimers that forward-looking statements involve risks and uncertainties, and actual results may differ materially from expectations.
Investor Verification Checklist
- Verify the status of the Form 10-Q for the quarter ended June 30, 2024, and whether it has been filed.
- Confirm the submission date and content of the "Updated Plan" to Nasdaq, which is due by September 24, 2024.
- Review the Form 12b-25 filed on August 15, 2024, to understand the specific reasons for the reporting delay.
- Monitor Nasdaq communications for any further actions regarding the potential delisting of Common Stock (SWAG) and Warrants (SWAGW).