Current Report Filing (8-k)
26 Maggio 2023 - 3:01PM
Edgar (US Regulatory)
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2023-05-24
2023-05-24
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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): May 24, 2023
SHUTTLE
PHARMACEUTICALS HOLDINGS, INC.
(Exact
name of registrant as specified in its charter)
Delaware |
|
001-41488 |
|
82-5089826
|
(State or other jurisdiction of incorporation) |
|
(Commission
File Number.) |
|
(IRS
Employer
Identification
No.) |
One
Research Court, Suite
450
Rockville,
Maryland 20850
(Address of principal executive offices) (Zip Code)
240-430-4212
(Registrant’s telephone number, including area code)
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:
☐ |
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 Section 12(b) of the Act:
Title
of each class |
|
Trading
Symbol(s) |
|
Name
of each exchange on which registered |
Common
Stock $0.00001 per share |
|
SHPH |
|
The
Nasdaq Stock Market LLC |
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
2.02 |
Results
of Operations and Financial Condition. |
On
May 26, 2023, Shuttle Pharmaceuticals Holdings, Inc., a Delaware corporation (the “Company”), issued a press release
providing a corporate update in connection with the filing of our Quarterly Report on Form 10-Q for the quarter ended March 31,
2023.
A
copy of the press release is attached as Exhibit 99.1 hereto and incorporated herein by reference.
In
accordance with General Instruction B.2 of Form 8-K, the information in this Item 2.02, including Exhibit 99.1, shall not be deemed “filed”
for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject
to the liabilities of that Section. Such information may be incorporated by reference in another filing under the Exchange Act
or the Securities Act of 1933, as amended, only if and to the extent that such subsequent filing specifically references such information.
Item
3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing.
On
May 24, 2023, the Company received notice from the Nasdaq Stock Market, LLC (“Nasdaq”) that we have fallen out of
compliance with the Nasdaq Listing Rules for continued listing as a result of being unable to file our Quarterly Report on Form 10-Q
for the period ended March 31, 2023 (the “Form 10-Q”) within the five day extension provided by Rule 12b-25 under the
Securities Exchange Act of 1934, as amended. Our Form 10-Q had not been timely filed as a result of certain accounting complexities
that arose in relation to our convertible note held by Alto Opportunity Master Fund, SPC – Segregated Master Portfolio B.
Following our receipt of notice from Nasdaq, we informed Nasdaq of our plan to file our Form 10-Q on or about May 25, 2023, which
would allow us to regain compliance with Nasdaq Listing Rules. On May 25, 2023, we filed our Form 10-Q with the Securities and Exchange Commission and, as a result, we have now regained compliance with the Nasdaq Listing Rules.
Item
9.01 |
Financial
Statements and Exhibits. |
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.
|
SHUTTLE
PHARMACEUTICALS HOLDINGS, INC. |
|
|
|
Dated:
May 26, 2023 |
|
|
|
|
|
|
By: |
/s/
Anatoly Dritschilo |
|
Name:
|
Anatoly
Dritschilo |
|
Title: |
Chief
Executive Officer |
Grafico Azioni Shuttle Pharmaceuticals (NASDAQ:SHPH)
Storico
Da Mag 2024 a Giu 2024
Grafico Azioni Shuttle Pharmaceuticals (NASDAQ:SHPH)
Storico
Da Giu 2023 a Giu 2024