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):March 26, 2012
TRIO MERGER CORP.
(Exact Name of Registrant as Specified in Charter)
| Delaware | 001-35471 | 27-4867100 |
| (State or Other Jurisdiction | (Commission | (IRS Employer |
| of Incorporation) | File Number) | Identification No.) |
777 Third Avenue, 37th Floor, New York, New York 10017
(Address of Principal Executive Offices) (Zip Code)
(212) 319-7676
(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 (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))
Item 3.01. Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing.
See Item 8.01, which is incorporated herein by reference.
Item 8.01. Other Events
As previously reported, Trio Merger Corp. (“Company”) applied to transfer the listing of its common stock that previously traded on the Over-The-Counter Bulletin Board quotation system (“OTCBB”) to The NASDAQ Stock Market LLC. On March 26, 2012, the Company’s common stock was approved for listing on the NASDAQ Capital Market. The Company’s common stock will now trade on NASDAQ under the symbol TRIO and will cease trading on the OTCBB. The Company’s warrants will continue to be traded on the OTCBB under the symbol TRMGW.
A copy of the Company’s press release, dated March 29, 2012, announcing the foregoing is included as Exhibit 99.1 to this Current Report on Form 8-K.
Item 9.01. Financial Statement and Exhibits.
(d) Exhibits:
| | Exhibit | Description |
| | | |
| 99.1 | Press Release dated March 29, 2012. |
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: March 29, 2012
| | TRIO MERGER CORP. |
| | |
| | By: | /s/ Eric S. Rosenfeld |
| | | Name: Eric S. Rosenfeld
Title: Chief Executive Officer |
EXHIBIT INDEX
ExhibitDescription
99.1 Press Release dated March 29, 2012.
