AND EXCHANGE COMMISSION
to Section 13 or 15(d) of the Securities Exchange Act of 1934
Report (Date of Earliest Event Reported): September 22, 2017
of registrant as specified in its charter)
|(State or other jurisdiction of incorporation)
||(Commission File Number)
||(I.R.S. Employer Identification No.)|
|(Address of principal
executive offices)(Zip Code)|
telephone number, including area code: (866) 660-8156
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
||Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
Indicate by check mark whether
the registrant is an emerging growth company as defined in 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).
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.
September 22, 2017, Vertex Energy, Inc. (the “Company”, “we” and “us”)
received written notice (the “Notification Letter”) from the Listing Qualifications Department of The NASDAQ
Stock Market LLC (“Nasdaq”) notifying the Company that it is not in compliance with the minimum bid price requirements
set forth in Nasdaq Listing Rule 5550(a)(2) for continued listing on The Nasdaq Capital Market. Nasdaq Listing Rule 5550(a)(2)
requires listed securities to maintain a minimum bid price of $1.00 per share, and Listing Rule 5810(c)(3)(A) provides that a
failure to meet the minimum bid price requirement exists if the deficiency continues for a period of thirty (30) consecutive business
days. Based on the closing bid price of the Company’s common stock for the thirty (30) consecutive business days prior to
the date of the Notification Letter, the Company no longer meets the minimum bid price requirement.
Notification Letter does not impact the Company’s listing on The Nasdaq Capital Market at this time. The Notification Letter
states that the Company has 180 calendar days, or until March 19, 2018, to regain compliance with Nasdaq Listing Rule 5550(a)(2).
To regain compliance, the bid price of the Company’s common stock must have a closing bid price of at least $1.00 per share
for a minimum of 10 consecutive business days. If the Company does not regain compliance by March 19, 2018, an additional 180
days may be granted to regain compliance, so long as the Company meets The Nasdaq Capital Market initial listing criteria (except
for the bid price requirement) and notifies Nasdaq in writing of its intention to cure the deficiency during the second compliance
period. If the Company does not qualify for the second compliance period or fails to regain compliance during the second 180-day
period, then Nasdaq will notify the Company of its determination to delist the Company’s Common Stock, at which point the
Company would have an opportunity to appeal the delisting determination to a Hearings Panel.
Company intends to monitor the closing bid price of its common stock and may, if appropriate, consider implementing available
options to regain compliance with the minimum bid price requirement under the Nasdaq Listing Rules. Management remains vigilant
with the Company’s business strategy and is continuing to take steps to increase liquidity.
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.
||VERTEX ENERGY, INC.|
|Date: September 25, 2017
||/s/ Chris Carlson
||Chief Financial Officer|