Current Report Filing (8-k)
February 16 2023 - 4:29PM
Edgar (US Regulatory)
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2023-02-16
2023-02-16
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2023-02-16
2023-02-16
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2023-02-16
2023-02-16
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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): February 16, 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
February 15, 2023, Deep Medicine Acquisition Corp., a Delaware corporation (the “Company”) received approval (the
“Approval”) from the Nasdaq Listing Qualifications Department of the Nasdaq Stock Market (the “Nasdaq”)
that the Company’s application to transfer the listing of its Class A common stock and rights from the Nasdaq Global Market to
the Nasdaq Capital Market has been approved. The Class A common stock and rights will be transferred to the Nasdaq Capital Market at
the opening of business on February 17, 2023. The Company’s Class A common stock and rights will continue to trade under the symbol
“DMAQ” and “DMAQR,” respectively. The Nasdaq Capital Market operates in substantially the same manner as the
Nasdaq Global Market, and listed companies must meet certain financial requirements and comply with Nasdaq’s corporate governance
requirements.
As
previously disclosed, the Company received a letter from Nasdaq on January 22, 2023 indicating that the Company, following the stockholder
redemptions at its last stockholder meeting, 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. Upon the transfer of listing
of the Company’s securities on the Nasdaq Capital Market on February 17, 2023, such deficiency would be resolved.
On
February 16, 2023, the Company issued a press release announcing its listing transfer to the Nasdaq Capital Market, which is attached
as Exhibit 99.1 to this current report on Form 8-K and is incorporated herein by reference.
Item
9.01 Financial Statements and Exhibits.
(d)
Exhibits.
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:
February 16, 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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