Current Report Filing (8-k)
05 Outubro 2021 - 6:26PM
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UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
FORM
8-K
CURRENT
REPORT
PURSUANT
TO SECTION 13 OR 15(d) OF THE
SECURITIES
EXCHANGE ACT OF 1934
|
Date
of Report (Date of Earliest Event Reported):
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October
1, 2021
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|
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PROTAGENIC
THERAPEUTICS, INC.
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(Exact
name of Company as specified in its charter)
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Delaware
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000-51353
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06-1390025
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(State
or other jurisdiction
of
incorporation)
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(Commission
File
Number)
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(I.R.S.
Employer
Identification
No.)
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149
Fifth Avenue, Suite 500, New York, NY
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10010
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(Address
of principal executive offices)
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(Zip
Code)
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212-994-8200
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|
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(Company’s
telephone number, including area code)
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(Former
name or former address, if changed since last report)
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Check
the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the Company under any
of the following provisions:
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☐
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Written
communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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☐
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Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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☐
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Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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☐
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Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Securities
registered pursuant to Section 12(b) of the Act:
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Title
of each class
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Ticker
symbol(s)
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Name
of each exchange on which registered
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Common
Stock
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PTIX
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Nasdaq
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Common
Stock Warrants
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PTIXW
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Nasdaq
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Indicate
by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 or Rule 12b-2
of the Securities Exchange Act of 1934.
Emerging
growth company ☐
If
an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying
with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item
3.01. Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer or Listing.
Dr.
Jennifer Buell has resigned as a member of the Audit Committee, and the board has appointed Joshua Silverman, a member of the Board who
meets all audit committee independence and other eligibility requirements identified in Nasdaq Listing Rule 5605(c)(2)(A), to serve as
a member of the Audit Committee.
On
October 1, 2021, Protagenic Therapeutics, Inc. (the “Company”) received a letter (the “Notice”) from The Nasdaq
Stock Market (“Nasdaq”) notifying the Company of the Nasdaq Staff’s determination that during the period from April
27, 2021 to September 30, 2021 the membership of Dr. Buell as a member of the audit committee did not comply with Nasdaq’s audit
committee composition requirements set forth in Listing Rule 5605(c)(2)(A). With the replacement of Dr. Buell on the audit committee
with Mr. Silverman , the company is now in compliance with the NASDAQ requirement.
Further,
notwithstanding the prior assessment of Dr. Buell not qualifying as independent, it was later determined that Dr. Buell did meet the
independence requirements of Nasdaq Listing Rule 5605(c)(2)(A)(ii). Thus, Dr. Buell is now also considered as an independent member of
the Board.
SIGNATURES
Pursuant
to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this Current Report to be signed on its behalf
by the undersigned hereunto duly authorized.
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PROTAGENIC
THERAPEUTICS, INC.
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Date:
October 5, 2021
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By:
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/s/
Alexander K. Arrow
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Name:
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Alexander
K. Arrow
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Title:
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Chief
Financial Officer
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Protagenic Therapeutics (NASDAQ:PTIX)
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