UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 8-K /A

 

(Amendment No. 1)

 

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 17 , 201 7

 

Dextera Surgical Inc.

(Exact Name of Registrant as Specified in its Charter)

 

Delaware

(State or Other Jurisdiction

of Incorporation)

 

000-51772

(Commission

File Number)

 

94-3287832

(IRS Employer

Identification No.)

 

 

900 Saginaw Drive, Redwood City, CA

(Address of Principal Executive Offices)

 

94063

(Zip Code)

 

 

Registrant ’s telephone number, including area code: (650) 364-9975

 

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))

 

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. ☐

 

 

 
 

 

EXPLANATORY NOTE

 

Dextera Surgical Inc. is filing this Amendment No. 1 to Current Report on Form 8-K/A to amend its Current Report on Form 8-K filed with the Securities and Exchange Commission on October 18, 2017, to disclose that Dextera has determined to appeal, and has appealed, the Delisting Notice (as defined below).

 

I tem 3.01.

Notice of Delisting or Failure to Satisfy Continued Listing Rule or Standard; Transfer of Listing.

 

On October 17, 2017, Dextera Surgical, Inc. received from the staff (the “Staff”) of The NASDAQ Stock Market LLC (“Nasdaq”) a letter (the “Delisting Notice”) notifying Dextera that its stockholders’ equity reported in its Form 10-K for the period ended June 30, 2017, was less than $2.5 million, the minimum required by the continued listing requirements of Nasdaq listing Rule 5550(b). At that time, Dextera’s stockholders’ equity was reported at $(8.4) million.

 

As provided in the Nasdaq rules, unless Dextera requests an appeal of the Staff’s determination, trading in Dextera’s common stock will be suspended at the opening of business on October 26, 2017, and a Form 25-NSE will be filed with the Securities and Exchange Commission, which will remove Dextera’s common stock from listing and registration on Nasdaq. Dextera has submitted an appeal of the Staff’s determination, and so expects that trading in its common stock on Nasdaq will not be suspended on October 26, 2017.

 

 

 

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.

 

 

Dextera Surgical Inc.

 

 

 

 

 

 

Date: October 24 , 2017

By:

/s/ Robert Y. Newell

 

 

Robert Y. Newell
Chief Financial Officer