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 31, 2024

 

ROYALTY MANAGEMENT HOLDING CORPORATION

(Exact name of registrant as specified in its charter)

 

Delaware

 

001-40233

 

 86-1599759

(State or other jurisdiction

of incorporation)

 

(Commission

File Number)

 

(I.R.S. Employer

Identification No.)

 

12115 Visionary Way, Suite 174, Fishers Indiana, 46038

(Address of principal executive offices)

 

(317) 855-9926

(Registrant’s telephone number, including area code)

 

____________________________________________

(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 (17CFR240.14a-12)

 

 

☐

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17CFR240.14d-2(b))

 

 

☐

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17CFR240.13e-4(c))

 

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.

 

On October 28, 2024, Royalty Management Holding Corporation (or the “Company”) received a letter from the Nasdaq Stock Market indicating that for 31 consecutive business days the Company’s stock has not maintained a minimum closing bid price of $1.00 per share (“Minimum Bid Price Requirement”) as required by Nasdaq Listing Rule 5550(a)(2).

 

The notification of noncompliance has no immediate effect on the listing or trading of the Company’s stock on the Nasdaq Capital Market.  Under the Listing Rules, if during the 180 calendar days following the date of the notification, or prior to April 28, 2025, the closing bid price of the Company’s stock is at or above $1.00 for a minimum of 10 consecutive business days, the Company will regain compliance with the Minimum Bid Price Requirement and the common stock will continue to be eligible for listing on the Nasdaq Capital Market.

 

If the Company does not achieve compliance with the Minimum Bid Price Requirement by April 28, 2025, the Company may be eligible for an additional 180 day period to meet the continued listing requirement for market value of publicly held shares and all other initial listing standards for the Nasdaq Capital Market, with the exception of the Minimum Bid Price Requirement, by providing a written notice of its intention to cure the deficiency during the second compliance period.  If the Company meets these requirements, an additional 180 days will be granted.  If the Company will not be able to cure the deficiency, or if the Company is otherwise not eligible, Nasdaq will provide a notice that the Company’s common stock will be subject to delisting.

 

Item 9.01. Financial Statements and Exhibits.

 

None     

 

 
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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.

 

 

Royalty Management Holding Corporation 

 

 

 

 

 

Date: October 31, 2024

By

/s/ Thomas M. Sauve

 

 

 

Thomas M. Sauve

 

 

 

Chief Executive Officer

 

 

 
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Cover
Oct. 31, 2024
Cover [Abstract]  
Entity Registrant Name ROYALTY MANAGEMENT HOLDING CORPORATION
Entity Central Index Key 0001843656
Document Type 8-K
Amendment Flag false
Entity Emerging Growth Company true
Document Period End Date Oct. 31, 2024
Entity Ex Transition Period true
Entity File Number 001-40233
Entity Incorporation State Country Code DE
Entity Tax Identification Number 86-1599759
Entity Address Address Line 1 12115 Visionary Way
Entity Address Address Line 2 Suite 174
Entity Address City Or Town Fishers
Entity Address State Or Province IN
Entity Address Postal Zip Code 46038
City Area Code 317
Local Phone Number 855-9926
Written Communications false
Soliciting Material false
Pre Commencement Tender Offer false
Pre Commencement Issuer Tender Offer false
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