false0001394319NONE00013943192024-07-122024-07-12

 

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): July 12, 2024

 

 

Tracon Pharmaceuticals, Inc.

(Exact name of Registrant as Specified in Its Charter)

 

 

Delaware

001-36818

34-2037594

(State or Other Jurisdiction
of Incorporation)

(Commission File Number)

(IRS Employer
Identification No.)

 

 

 

 

 

4350 La Jolla Village Drive, Suite 800

 

San Diego, California

 

92122

(Address of Principal Executive Offices)

 

(Zip Code)

 

Registrant’s Telephone Number, Including Area Code: (858) 550-0780

 

 

(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:

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, par value $0.001 per share

 

TCON

 

OTCQB

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.

As previously disclosed, on June 11, 2024, TRACON Pharmaceuticals, Inc. (the “Company”) received a determination letter (the “Delisting Notification”) from Nasdaq stating that the Nasdaq Hearings Panel (the “Panel”) has determined to delist the Company’s common stock, par value $0.001 per share (the “Common Stock”), from the Nasdaq Stock Market LLC (“Nasdaq”), pending a request for a review of the Panel’s delisting determination. As a result, the Company began trading on OTCQB Venture Market as of June 28, 2024 and requested a review of the Panel’s decision.

On July 10, 2024, the Company notified Nasdaq of its withdrawal of the appeal and has requested that Nasdaq file with the SEC a Notification of Removal from Listing and/or Registration on Form 25 to delist and deregister the Company’s common stock under Section 12(b) of the Securities Exchange Act of 1934, as amended. On July 12, 2024, Nasdaq notified the Company that it will delist the Company’s common stock on July 16, 2024 and will file a Form 25. The delisting of the common stock from Nasdaq will be effective 10 days after the filing of the Form 25.

Forward-Looking Statements

Statements contained in this current report regarding matters that are not historical facts are “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Because such statements are subject to risks and uncertainties, actual results may differ materially from those expressed or implied by such forward-looking statements. Such statements include, but are not limited to, statements regarding the timing of the delisting of the Company from Nasdaq ;and the Company’s ability to continue trading on the OTCQB Venture Market. Risks that could cause actual results to differ from those expressed in these forward-looking statements include: the Company may fail to establish or maintain compliance with applicable OTCQB Venture Market quotation requirements, and other risks described in the Company’s filings with the SEC under the heading “Risk Factors”. All forward-looking statements contained in this press release speak only as of the date on which they were made and are based on management’s assumptions and estimates as of such date. the Company undertakes no obligation to update such statements to reflect events that occur or circumstances that exist after the date on which they were made except as required by law.


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.

 

 

 

TRACON Pharmaceuticals, Inc.

 

 

 

 

Date:

July 16, 2024

By:

/s/ Charles P. Theuer, M.D., Ph.D.

 

 

 

Charles P. Theuer, M.D., Ph.D.
President and Chief Executive Officer

 


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Document And Entity Information
Jul. 12, 2024
Cover [Abstract]  
Document Type 8-K
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Document Period End Date Jul. 12, 2024
Entity Registrant Name Tracon Pharmaceuticals, Inc.
Entity Central Index Key 0001394319
Entity Emerging Growth Company false
Entity File Number 001-36818
Entity Incorporation, State or Country Code DE
Entity Tax Identification Number 34-2037594
Entity Address, Address Line One 4350 La Jolla Village Drive, Suite 800
Entity Address, City or Town San Diego
Entity Address, State or Province CA
Entity Address, Postal Zip Code 92122
City Area Code (858)
Local Phone Number 550-0780
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Soliciting Material false
Pre-commencement Tender Offer false
Pre-commencement Issuer Tender Offer false
Title of 12(b) Security Common Stock, par value $0.001 per share
Trading Symbol TCON
Security Exchange Name NONE

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