UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 6-K
REPORT OF FOREIGN PRIVATE ISSUER
PURSUANT TO RULE 13a-16 OR 15d-16 UNDER
THE SECURITIES EXCHANGE ACT OF 1934
For the month of January 2023
Commission File Number: 001-38421
BIT DIGITAL, INC.
(Translation of registrant’s name into English)
33 Irving Place, New York, NY 10003
(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
Form 20-F ☒ Form 40-F ☐
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): ☐
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): ☐
| Item 3.01 | Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing |
On January 5, 2023, Bit Digital, Inc., a Cayman Islands company (Nasdaq: BTBT) (the “Company”), received a non-compliance letter from Nasdaq for its failure to maintain a minimum bid price of $1.00 per share for thirty (30) consecutive business days in accordance with Nasdaq Listing Rule 5550(a)(2). The Company has one hundred eighty (180) calendar days from January 5, 2023 to regain compliance by the closing bid price of the Company’s common stock being at least $1.00 per share for a minimum of ten (10) consecutive business days. If required, the Company will effect a reverse stock split to regain compliance. At the Company’s Annual Shareholders Meeting held on July 29, 2022, the Company’s shareholders approved a proposal to authorize the Company’s Board of Directors to effect a reverse stock split, at their discretion. An indicator will be displayed with quotation information related to the Company’s securities on NASDAQ.com and NASDAQTrader.com.
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.
| Bit Digital, Inc. |
| (Registrant) |
| |
| By: | /s/ Bryan Bullett |
| Name: | Bryan Bullett |
| Title: | Chief Executive Officer |
Date: January 9, 2023