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):
June 1, 2018
CCUR Holdings, Inc.
(Exact Name of Registrant as Specified in its Charter)
| Delaware | 001-37706 | 04-2735766 |
| (State or other jurisdiction of incorporation) | (Commission File Number) | (IRS Employer Identification No.) |
| 4375 River Green Parkway, Suite 210, Duluth, Georgia | | 30096 |
| (Address of principal executive offices) | | (Zip Code) |
Registrant’s telephone number, including area code:(770) 305-6435
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)) |
Indicate by check mark whether the registrant is an emerging growth company as defined 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 ☐
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
As previously reported by CCUR Holdings, Inc. (the “Company”) on March 26, 2018, based upon a determination by the Listing Qualifications Staff of The Nasdaq Stock Market LLC (“Nasdaq”) that the Company is a “public shell” under applicable Nasdaq criteria, the Company was notified that Nasdaq had determined to (i) suspend trading in the Company’s common stock on Nasdaq effective with the open of business on March 27, 2018, and (ii) take any other necessary actions to formally delist the Company’s common stock from Nasdaq. On June 1, 2018, the Company was notified that Nasdaq intends to file a Form 25 with the Securities and Exchange Commission on or about June 5, 2018, and that the delisting will become effective ten days after the Form 25 is filed.
The Company’s stock began trading on the OTCQB Market on March 27, 2018, and continues to trade on the OTC platform.
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 hereunto duly authorized.
Dated: June 4, 2018
CCUR Holdings, Inc.
(Registrant)
| | By: | /s/ Heather Asher | |
| | | Heather Asher | |
| | | General Counsel & Corporate Secretary | |
