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): January 5, 2024

________________________________

 

RECRUITER.COM GROUP, INC.

(Exact name of registrant as specified in its charter)

 

Nevada

001-53641

90-1505893

(State or other jurisdiction

of incorporation)

(Commission

File Number)

(IRS Employer

Identification No.)

 

500 Seventh Avenue

New York, New York10018

(Address of principal executive offices) (Zip Code)

 

Registrant’s telephone number, including area code: (855) 931-1500

 

Not Applicable

(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 following provisions (see General Instruction A.2. below):

 

☐ 

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

 

 

☐ 

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))

 

 

☐ 

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

 

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

 

Title of class

 

 

 

Trading symbol

 

 

 

Name of exchange on which registered

 

Common Stock

 

 

 

RCRT

 

 

 

NASDAQ Capital Market

 

Common Stock Purchase Warrants

 

 

 

RCRTW

 

 

 

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 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).

 

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 January 5, 2024, Recruiter.com Group, Inc. (the “Company”) received a notification letter from the Nasdaq Listing Qualifications Staff (the “Staff”) of The Nasdaq Stock Market LLC (“Nasdaq”) notifying the Company that it is not in compliance with the requirement to hold an annual meeting within twelve months of the Company’s fiscal year end dated December 31, 2022, pursuant to Nasdaq Listing Rule 5620(a) (the “Annual Meeting Requirement”).

 

In accordance with the Nasdaq Listing Rules, the Company has 45 calendar days, or until February 19, 2024, to submit a plan to regain compliance with the Annual Meeting Requirement. If the Company’s plan is accepted, the Staff can grant an extension of up to 180 calendar days from the date of the notification letter, or until June 28, 2024, to regain  compliance. If the Company’s plan to regain compliance is not accepted, the Company will have an opportunity to appeal the decision pursuant to Nasdaq Listing Rule 5815(a); however, there can be no assurance that such appeal would be successful.

 

There can be no assurance that the Company will be able to regain compliance with the Annual Meeting Requirement or will otherwise be in compliance with other Nasdaq listing criteria.

 

 
2

 

  

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.

 

Date: January 9, 2023

 

 

Recruiter.com Group, Inc.

    

/s/ Miles Jennings

 

 

Miles Jennings

 
  

Chief Executive Officer

 

  

 
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Cover
Jan. 05, 2024
Cover [Abstract]  
Entity Registrant Name RECRUITER.COM GROUP, INC.
Entity Central Index Key 0001462223
Document Type 8-K
Amendment Flag false
Entity Emerging Growth Company true
Document Period End Date Jan. 05, 2024
Entity Ex Transition Period false
Entity File Number 001-53641
Entity Incorporation State Country Code NV
Entity Tax Identification Number 90-1505893
Entity Address Address Line 1 500 Seventh Avenue
Entity Address City Or Town New York
Entity Address State Or Province NY
Entity Address Postal Zip Code 10018
City Area Code 855
Local Phone Number 931-1500
Security 12b Title Common Stock
Trading Symbol RCRT
Security Exchange Name NASDAQ
Written Communications false
Soliciting Material false
Pre Commencement Tender Offer false
Pre Commencement Issuer Tender Offer false
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