CXApp Inc. Form 8-K Summary
Business Context and Reporting Period
CXApp Inc. filed a Form 8-K on April 19, 2024, reporting an April 18, 2024 notice from Nasdaq. The notice relates to the Company’s delayed Annual Report on Form 10-K for the year ended December 31, 2023.
Key Financial and Liquidity Information
The filing does not provide revenue, profit, cash flow, margin, debt, liquidity, or other operating financial metrics. The 2023 Form 10-K and related financial statements had not yet been filed as of the report date.
Material Changes Versus the Prior Comparable Period
Nasdaq notified the Company that it no longer complies with Nasdaq Listing Rule 5250(c)(1), which requires timely filing of required periodic reports with the SEC. The notice resulted from the delinquent 2023 Form 10-K. It had no immediate effect on the listing or trading of the Company’s common stock or publicly traded warrants on the Nasdaq Global Select Market.
Guidance, Outlook, Risks, and Unusual Items
- The Company has 60 calendar days after the Nasdaq notice to submit a compliance plan.
- Nasdaq may grant up to 180 calendar days from the 2023 Form 10-K due date, or through October 14, 2024, to regain compliance.
- The Company intends to submit the plan and complete and file the 2023 Form 10-K as soon as practicable, but provided no assurance regarding timing.
- Risks include Nasdaq’s acceptance of the compliance plan, the duration of any extension, inability to meet Nasdaq requirements, further filing delays, and the possible identification of additional accounting errors or corrections.
- The filing states that the 2023 Form 10-K delay relates to matters previously described in the Company’s March 29, 2024 Form 12b-25 and April 16, 2024 Form 8-K.
Important Facts for Investors to Verify
- Whether the Company submitted its compliance plan within the required 60-day period.
- Whether Nasdaq accepted the plan and granted an extension, and the applicable deadline for regaining compliance.
- The filing date and contents of the delayed 2023 Form 10-K.
- Whether the 2023 Form 10-K identifies accounting errors, corrections, financial statement revisions, or additional filing deficiencies.
- Whether Nasdaq subsequently imposed any suspension, delisting, or other listing action affecting CXAI or CXAIW.