Extracted from this filing and checked against the source text.
Listing & Compliance Notices
SEC 8-K Item 3.01
confidence 0.95
SEP Acquisition Corp. received a nasdaq deficiency notice notice regarding market value (rules 5550(b)(2)).
- Exchange
- nasdaq
- Notice
- deficiency notice
- Deficiency
- market value
- Rules
- 5550(b)(2)
Exact text from the filing
September 27, 2023, the Company received a determination letter (the “Letter”) from the Staff of Nasdaq stating that the Company has not regained compliance with the MVLS standard, since the Company’s Class A Common Stock, was below the $35 million minimum MVLS requirement for continued listing on The Nasdaq Capital Market under Nasdaq Listing Rule 5550(b)(2) (the “MVLS Rule”) and had not been at least $35 million for a minimum of 10 consecutive business days at any time during the 180-day grace period granted to the Company. As previously disclosed, the Company was initially notified by the S
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Governance Changes
SEC 8-K Item 5.03/5.05/5.06
confidence 0.9
SEP Acquisition Corp.: Amendment to the Amended and Restated Certificate of Incorporation to remove the anti-dilution provision and adjust the conversion ratio of Class B Common Stock to Class A Common Stock from 1:1 to 1:0.277 (effective 2023-10-03).
- Change
- charter amendment
- Effective
- 2023-10-03
Exact text from the filing
On October 3, 2023, the Sponsor, as the holder of a majority of the outstanding Class B Common Stock, approved the Class B Charter Amendment that removes the anti-dilution provision applicable to certain issuances of securities by the Company and adjusts the conversion ratio so that shares of Class B Common Stock shall be convertible into shares of Class A Common Stock on a 1:0.277 basis instead of a 1:1 basis, as described above. The Class B Charter Amendment was filed by the Company with the Secretary of State of the State of Delaware on October 3, 2023.
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