| Item 3.01 | Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing. |
As previously reported in View, Inc.’s (the “Company” or “View”) Current Report on Form 8-K, filed with the U.S. Securities and Exchange Commission (the “SEC”) on November 9, 2021, Harold Hughes, a director of the Company, was appointed as Executive Chair of the Company on November 8, 2021. Mr. Hughes remains a member of the Company’s Board of Directors (the “Board”); however, in light of his appointment to serve as an executive officer, he resigned from the Audit Committee of the Board (the “Audit Committee”). Accordingly, the Audit Committee currently has two members. Nasdaq Listing Rule 5605 requires that all listed companies’ audit committees be comprised of at least three independent directors, although Nasdaq Listing Rule 5605(c)(4) provides a specified cure period in order to regain compliance.
On December 20, 2021, the Company received a letter from Nasdaq noting that the Company was not in compliance with the requirements of Nasdaq Listing Rule 5605 (the “Rule”). The letter also acknowledged that Nasdaq Listing Rule 5605(c)(4) provides a cure period in order for the Company to regain compliance until the earlier of the Company’s next annual meeting of stockholders, or November 8, 2022 (or by May 9, 2022, if the Company’s next annual meeting of stockholders is held before May 9, 2022) (the “Compliance Date”). The Company must submit to Nasdaq documentation, including the biography of any new director, evidencing compliance with the Rule no later than the Compliance Date. The Company is working diligently to comply with Nasdaq’s audit committee requirements as set forth in the Rule within the cure period provided by Nasdaq, and expects to evidence such compliance to Nasdaq no later than the Compliance Date.
Forward-Looking Statements
Certain statements contained in this Current Report on Form 8-K, as well as certain materials View files with the SEC and information included in oral statements or other written statements made or to be made by View, other than statements of historical fact, are forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. These forward-looking statements are based on current expectations, estimates, assumptions, projections, and management’s beliefs, that are subject to change. These statements are not guarantees of future performance and are subject to certain risks, uncertainties and other factors, many of which are beyond View’s control and are difficult to predict. Therefore, actual outcomes and results may differ materially from what is expressed or forecasted in such forward-looking statements. View’s business is subject to a number of risks which are described more fully in View’s definitive proxy statement filed with the SEC on February 16, 2021, which is incorporated by reference into View’s Current Report on Form 8-K filed with the SEC on March 12, 2021. View undertakes no obligation to update forward-looking statements to reflect events or circumstances after the date hereof.
