Current Report Filing (8-k)
26 Janvier 2023 - 11:25PM
Edgar (US Regulatory)
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2023-01-22
2023-01-22
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2023-01-22
2023-01-22
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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): January 22, 2023
Deep
Medicine Acquisition Corp.
(Exact
name of registrant as specified in its charter)
Delaware |
|
001-40970 |
|
85-3269086 |
(State
or other jurisdiction
of
incorporation) |
|
(Commission
File
Number) |
|
(I.R.S.
Employer
Identification
No.) |
595
Madison Avenue, 12th Floor
New
York, NY |
|
10017 |
(Address
of principal executive offices) |
|
(Zip
Code) |
Registrant’s
telephone number, including area code: (917) 289-2776
N/A
(Former
name or former address, if changed since last report)
Check
the appropriate box below if the Form 8-K 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 |
Class
A Common Stock, par value $0.0001 per share |
|
DMAQ |
|
The
Nasdaq Stock Market LLC |
|
|
|
|
|
Rights,
each exchangeable into one-tenth of one share of Class A Common Stock |
|
DMAQR |
|
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
3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing.
On
January 22, 2023, Deep Medicine Acquisition Corp., a Delaware corporation (the “Company”) received a written
notice (the “Notice”) from the Listing Qualifications Department of The Nasdaq Stock Market
(“Nasdaq”) indicating that, following the stockholder redemptions at the Company’s last stockholder
meeting, the Company is not in compliance with Listing Rule 5450(b)(2), due to the Company’s failure to meet the minimum
1,100,000 publicly held shares requirement for continued listing on the Nasdaq Global Market. The Notice is only a
notification of deficiency, not of imminent delisting, and has no current effect on the listing or trading of the Company’s
securities on the Nasdaq Global Market.
The Notice states that the Company has until March
9, 2023 to submit a plan to regain compliance with Listing Rule 5450(b)(2). The Company is exploring all options to regain compliance
with Listing Rule 5450(b)(2).The Company intends to submit a plan to regain compliance with Listing Rule 5450(b)(2) within the required
timeframe. If Nasdaq accepts the Company’s plan, Nasdaq may grant the Company an extension of up to 180 calendar days from the date
of the Notice to evidence compliance with Listing Rule 5450(b)(2). If Nasdaq does not accept the Company’s plan, the Company will
have the opportunity to appeal the decision in front of a Nasdaq Hearings Panel.
Certain
statements in this report that are not based on historical fact are “forward-looking statements” within the meaning of the
Private Securities Litigation Reform Act of 1995 and the provisions of Section 27A of the Securities Act of 1933, as amended, and Section
21E of the Securities Exchange Act of 1934, as amended (which Sections were adopted as part of the Private Securities Litigation Reform
Act of 1995). While management has based any forward-looking statements contained herein on its current expectations, the information
on which such expectations were based may change. These forward-looking statements rely on a number of assumptions concerning future
events and are subject to a number of risks, uncertainties, and other factors, many of which are outside of the Company’s control,
that could cause actual results to materially differ from such statements. Accordingly, investors should not place any reliance on forward-looking
statements as a prediction of actual results. The Company disclaims any intention to, and undertake no obligation to, update or revise
any forward-looking statement.
SIGNATURE
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 26, 2023 |
DEEP
MEDICINE ACQUISITION CORP. |
|
|
|
|
By: |
/s/
Humphrey P. Polanen |
|
Name: |
Humphrey
P. Polanen |
|
Title: |
Chief
Executive Officer |
Deep Medicine Acquisition (NASDAQ:DMAQU)
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