Current Report Filing (8-k)

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): October 7, 2022 (October 3, 2022)

PLx Pharma Inc.

(Exact Name of Registrant as Specified in Its Charter)

Delaware		001-36351		46-4995704
(State or other Jurisdiction of Incorporation)		(Commission File Number)		(IRS Employer Identification No.)

9 Fishers Lane, Suite E, Sparta, New Jersey		07871
(Address of Principal Executive Offices)		(Zip Code)

Registrant’s telephone number, including area code: (973) 409-6541


	(Former name or former address if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the follow provisions:

☐

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities

registered pursuant to Section 12(b) of the Act:

Title of each class	Trading Symbol	Name of each exchange on which registered
Common Stock, $0.001 par value	PLXP	The NASDAQ Capital Market

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

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 of Listing.

On October 3, 2022, PLx Pharma Inc. (the “Company”) received written notice from the Listing Qualifications Department of The Nasdaq Stock Market LLC (“Nasdaq”) notifying it that, for a period of 30 consecutive business days, the bid price of its common stock closed below the minimum of $1.00 per share required for continued listing on the Nasdaq Capital Market pursuant to Nasdaq Listing Rule 5550(a)(2). In accordance with Nasdaq Listing Rule 5810(c)(3)(A), the Company has 180 calendar days, or until April 3, 2023, to regain compliance with the minimum bid price requirement. If, at any time during the 180-day compliance period, the closing bid price of the Company’s common stock is at least $1.00 per share for a minimum of 10 consecutive business days, the Company will have regained compliance, and Nasdaq will provide the Company with written confirmation of such.

If the Company fails to regain compliance before April 3, 2023, but meets the continued listing requirement for market value of publicly held shares and all other initial listing standards for the Nasdaq Capital Market, the Company may be eligible for additional time to regain compliance with the minimum bid price requirement. To qualify, the Company would be required to provide written notice of its intention to cure the deficiency during the second compliance period, which may include effecting a reverse stock split, if necessary. If the Company met these requirements, Nasdaq would inform the Company that it has been granted an additional 180 calendar days. However, if it appears to Nasdaq that the Company would not be able to cure the deficiency, or if the Company would otherwise not be eligible, then Nasdaq would provide notice to the Company that its securities will be subject to delisting, at which point the Company may appeal the decision to a Nasdaq Hearings Panel.

The Company’s common stock will continue to be listed and traded on the Nasdaq Capital Market during the 180-day compliance period, subject to the Company’s compliance with the other continued listing requirements of the Nasdaq Capital Market.

Item 9.01

Financial Statements and Exhibits.

(d)	Exhibits

	Exhibit No.	Description
	104	Cover Page Interactive Data File (the cover page XBRL tags are embedded within the Inline XBRL document).

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.