Business Context and Reporting Period
This Form 8-K filing by Grove Collaborative Holdings, Inc. (GROV) reports a material event occurring on December 14, 2022, with the report signed on December 20, 2022. The Company is an emerging growth company incorporated in Delaware, with its principal executive offices in San Francisco, California.
Key Financial Metrics
This filing does not contain financial performance data such as revenue, profit, cash flow, margins, debt, or liquidity metrics. The document focuses exclusively on regulatory compliance regarding stock listing standards.
Material Changes
The primary material change is the receipt of a notice from the New York Stock Exchange (NYSE) indicating that the Company's common stock failed to meet the minimum average share price requirement of $1.00 over a consecutive 30-trading-day period (Rule 802.01C). Consequently, the stock ticker symbol will include a ".BC" designation to indicate non-compliance with continued listing standards.
Outlook, Risks, and Management Commentary
- Cure Period: The Company has a six-month period from the date of the notice to regain compliance with the minimum share price requirement.
- Compliance Path: To cure the deficiency, the Company must achieve a closing share price of at least $1.00 and an average closing share price of at least $1.00 over a 30-trading-day period ending on the last trading day of any calendar month during the cure period.
- Operational Impact: Management states the notice has no immediate impact on ongoing business operations, SEC reporting requirements, or debt obligations.
- Risk of Delisting: Failure to satisfy the cure conditions or maintain other listing requirements could result in the delisting of the Common Stock.
Investor Verification Checklist
- Verify the current trading price and 30-day average of GROV stock to assess progress toward the $1.00 threshold.
- Monitor future filings for the Company's formal intent to cure the deficiency, which must be submitted within 10 business days of the notice.
- Review the attached press release (Exhibit 99.1) for any additional management commentary on capital structure or strategic plans to address the share price.
- Confirm that the ".BC" designation is active on the NYSE trading platform.