Current Report Filing (8-k)
May 01 2023 - 4:06PM
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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): April 27, 2023
ATLANTIC COASTAL ACQUISITION
CORP.
(Exact name of registrant
as specified in its charter)
Delaware |
|
001-40158 |
|
85-4178663 |
(State
or Other Jurisdiction of
Incorporation) |
|
(Commission
File Number) |
|
(I.R.S.
Employer Identification
No.) |
6
St Johns Lane,
Floor
5
New
York, NY |
|
10013 |
(Address
of principal executive offices) |
|
(Zip
Code) |
(248)
890-7200
(Registrant’s telephone
number, including area code)
N/A
(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 obligations of the registrant under any of the following provisions (see General Instruction A.2.
below):
¨ |
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 |
Units,
each consisting of one share of Class A common stock, $0.0001 par value, and one-third of one redeemable warrant |
|
ACAHU |
|
The
Nasdaq Stock Market LLC |
Shares
of Class A common stock included as part of the units |
|
ACAH |
|
The
Nasdaq Stock Market LLC |
Warrants
included as part of the units, each whole warrant exercisable for one share of Class A common stock at an exercise price of $11.50 |
|
ACAHW |
|
The
Nasdaq Stock Market LLC |
Indicate by check mark whether the registrant is an emerging growth
company as defined in 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 x
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 April 27, 2023, Atlantic Coastal Acquisition
Corp. (the “Company”) received notice (“Notice”) from the Nasdaq Stock Market LLC (“Nasdaq”) informing
the Company that the Company was not in compliance with Nasdaq’s listing rules (the “Listing Rules”) as set forth in
Listing Rule 5550(a)(4) given the Company’s failure to maintain a sufficient number of publicly held shares. Citing the Company’s
Form 10-K for the year ending December 31, 2022, Nasdaq calculated the Company’s publicly held shares as 461,370 (which amount excludes
shares held by officers, directors, or beneficial owners of 10 percent or more). To satisfy the requirement for continued listing on The
Nasdaq Capital Market, the Company must maintain a minimum of 500,000 publicly held shares.
Consistent with the Listing Rules, the Company
has until June 12, 2023 to provide Nasdaq with a specific plan to achieve and sustain compliance with the Listing Rules.
The Company anticipates that any deficiency in
its number of publicly held shares will be resolved when certain entities who were included as 10% holders of the Company’s Class
A common stock in the Company’s 10-K (based on information in schedule 13G filings) file Form 13Fs with the Securities and Exchange
Commission reflecting their holdings of the Company’s stock as of March 31, 2023.
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.
Dated: May 1, 2023
|
ATLANTIC COASTAL ACQUISITION CORP. |
|
|
|
|
|
|
|
By: |
/s/ Shahraab Ahmad |
|
|
Shahraab Ahmad |
|
|
Chief Executive Officer |
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