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 17, 2020
VirnetX Holding Corporation
(Exact name of registrant as specified in its charter)
Delaware
| 001-33852
| 77-0390628
|
| (State or other jurisdiction of incorporation) | (Commission File Number) | (IRS Employer Identification No.) |
308 Dorla Court, Suite 206
Zephyr Cove, Nevada 89448
(Address of principal executive offices, including zip code)
(775) 548-1785
(Registrant’s telephone number, including area code)
Not Applicable
(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 Symbols(s) | Name of each exchange on which registered |
Common Stock, par value $0.0001
| VHC
| NYSE American LLC
|
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2). 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 July 17, 2020, VirnetX Holding Corporation, (the “Company”), announced that it has received approval to list its common stock, par value $0.0001 per share (the “Common Stock”), on the New York Stock Exchange (“NYSE”). The Company provided written notice on July 17, 2020 to the NYSE American LLC (“NYSE American”) of its intention to list its Common Stock on the NYSE and to simultaneously delist such securities from the NYSE American. The Company anticipates that its Common Stock will begin trading on the NYSE at the commencement of trading on July 22, 2020 under the symbol “VHC”, and that until the close of trading on July 21, 2020, the Common Stock will continue to trade on the NYSE American under the symbol “VHC.” The Company’s Board of Directors has approved the transfer to the NYSE.
| Item 9.01 | Financial Statements and Exhibits. |
| Exhibit No. | Description |
| Press release dated July 27, 2020, dated “VirnetX Announces Voluntary Transfer Listing of its Common Stock to the New York Stock Exchange.” |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document). |
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.
| | VirnetX Holding Corporation |
| | | |
| | By: | | |
| | | Name:
| Kendall Larsen |
| | | Title: | Chief Executive Officer |
Dated: July 17, 2020
