TON Strategy Co current report, 01 May 2024

Business Context and Reporting Period

This Form 8-K is filed by Verb Technology Company, Inc. (trading symbol: VERB) on May 1, 2024. The report addresses a material event regarding the company's compliance status with Nasdaq listing requirements. The registrant is incorporated in Nevada and maintains its principal executive offices in Las Vegas, Nevada.

Key Financial Metrics

The filing text does not provide specific financial data such as revenue, profit, cash flow, margins, debt, or liquidity metrics. This report focuses exclusively on regulatory compliance status rather than financial performance.

Material Changes and Events

  • Nasdaq Non-Compliance: The company previously received notice on November 2, 2023, of non-compliance with Nasdaq Listing Rule 5550(a)(2) (Bid Price Rule) due to its common stock closing below $1.00 for 30 consecutive business days.
  • Extension Granted: On May 1, 2024, Nasdaq granted the company an additional 180-day grace period to regain compliance.
  • New Deadline: The compliance period now extends until October 28, 2024.
  • Compliance Requirement: To maintain listing, the minimum bid price per share must be at least $1.00 for at least 10 consecutive business days on or before the new deadline.

Outlook, Risks, and Contingencies

Delisting Risk: If the company fails to regain compliance by October 28, 2024, Nasdaq will notify the company of its determination to delist the common stock. The company retains the right to appeal such a delisting determination to a Nasdaq Listing Qualifications Panel.

Management Commentary: On May 2, 2024, the company issued a press release (Exhibit 99.1) confirming the receipt of the extension.

Investor Verification Checklist

  • Verify the current trading price of VERB stock to assess proximity to the $1.00 threshold.
  • Monitor the stock's closing price over the next 10 consecutive business days to track progress toward compliance.
  • Review the attached press release (Exhibit 99.1) for any additional strategic plans mentioned by management.
  • Check for future 8-K filings if the company fails to meet the October 28, 2024 deadline.