Report of Foreign Issuer (6-k)
February 04 2020 - 6:04AM
Edgar (US Regulatory)
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 6-K
Report of Foreign Private Issuer
Pursuant to Rule 13a-16 or 15d-16
of
the Securities Exchange Act of 1934
For the month of February 2020
Commission File Number: 001-38397
Farmmi, Inc.
(Registrant’s name)
No. 307, Tianning Industrial Area
Lishui, Zhejiang Province
People’s Republic of China 323000
(Address of principal executive offices)
Indicate by check
mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.:
Indicate by check mark if the registrant
is submitting the Form 6-K on paper as permitted by Regulation S-T Rule 101(b)(1): ¨
Indicate by check mark if the registrant
is submitting the Form 6-K on paper as permitted by Regulation S-T Rule 101(b)(7): ¨
Explanatory Note:
On February 3, 2020, the Registrant received a letter from the
Listings Qualifications Department of The Nasdaq Capital Market (“Nasdaq”) notifying the Registrant that the minimum
closing bid price per share for its ordinary shares was below $1.00 for a period of 30 consecutive business days and that the Registrant
did not meet the minimum bid price requirement set forth in Nasdaq Listing Rule 5550(a)(2). This current report is filed pursuant
to Nasdaq Listing Rule 5810(b). The Nasdaq notification letter does not result in the immediate delisting of the Registrant’s
ordinary shares, and the shares will continue to trade uninterrupted under the symbol “FAMI.”
Pursuant to Nasdaq Listing Rule 5810(c)(3)(A), the Registrant
has a compliance period of 180 calendar days, or until August 3, 2020 (the “Compliance Period”), to regain compliance
with Nasdaq’s minimum bid price requirement. If at any time during the Compliance Period, the closing bid price per share
of the Registrant's ordinary shares is at least $1.00 for a minimum of 10 consecutive business days, Nasdaq will provide the Registrant
a written confirmation of compliance and the matter will be closed.
In the event the Registrant does not regain compliance by August
3, 2020, the Registrant may be eligible for an additional 180 calendar day grace period. To qualify, the Registrant will be required
to meet the continued listing requirement for market value of publicly held shares and all other initial listing standards for
Nasdaq, with the exception of the bid price requirement, and will need to provide written notice of its intention to cure the deficiency
during the second compliance period, including by effecting a reverse stock split, if necessary. If the Registrant chooses to implement
a reverse stock split, it must complete the split no later than ten business days prior to the expiration of the second compliance
period.
On February 4, 2020, the Registrant issued a press release entitled
“Farmmi Receives NASDAQ Notification Regarding Minimum Bid Requirements.” A copy of the please release is filed as
Exhibit 99.1 to this Current Report on Form 6-K and is incorporated herein by reference.
Exhibits
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, thereunto duly
authorized.
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FARMMI, INC.
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Date: February 4, 2020
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By:
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/s/ Yefang Zhang
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Name:
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Yefang Zhang
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Title:
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Chief Executive Officer
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