8-K

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):  January 2, 2018

Dover Downs Gaming & Entertainment, Inc.

(Exact name of registrant as specified in its charter)

Commission File Number 1-16791

Delaware	51-0414140
(State or other jurisdiction of incorporation)	(IRS Employer Identification No.)

1131 N. DuPont Highway
Dover, Delaware	19901
(Address of principal executive offices)	(Zip Code)

Registrant’s telephone number, including area code  (302) 674-4600

N/A

(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:

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o 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 in 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).

Emerging growth company  o

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.  o

Item 3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing

On January 2, 2018, the New York Stock Exchange notified us that we had satisfied the NYSE’s share price continued listing standard by virtue of the fact that as of December 29, 2017, both the closing share price of our common stock and its average closing share price over the preceding 30 consecutive trading days were in compliance with the $1.00 minimum threshold required by the NYSE.  As previously disclosed, we received written notice from the NYSE on December 4, 2017 that we were not in compliance with this $1.00 minimum threshold and were afforded six months, or until June 4, 2018, to cure the non-compliance.  As we have cured the non-compliance prior to the cure deadline imposed by the NYSE, our common stock will continue to be traded on the NYSE, subject to our continued compliance with all other applicable NYSE requirements.

On January 2, 2018, we issued a press release announcing the above development.  A copy of the press release is included as an exhibit to this report.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

99.1        Press Release dated January 2, 2018, issued by Dover Downs Gaming & Entertainment, Inc.

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.

Dover Downs Gaming & Entertainment, Inc.

/s/ Denis McGlynn

Denis McGlynn

President and Chief Executive Officer

Dated:  January 2, 2018

2

EX-99.1

EXHIBIT 99.1

FOR IMMEDIATE RELEASE	For further information, call:
	Timothy R. Horne - Sr. Vice President-Finance
Dover, Delaware, January 2, 2018	(302) 857-3292

DOVER DOWNS GAMING & ENTERTAINMENT, INC. REGAINS

COMPLIANCE WITH NYSE CONTINUED LISTING STANDARD

Dover Downs Gaming & Entertainment, Inc. (NYSE:DDE) announced today that it has regained compliance with the New York Stock Exchange’s share price continued listing standard.  On January 2, 2018, the NYSE notified the Company that it had satisfied the NYSE’s standard by virtue of the fact that as of December 29, 2017, both the closing share price of the Company’s common stock and its average closing share price over the preceding 30 consecutive trading days were in compliance with the $1.00 minimum threshold required by the NYSE.  Accordingly, the Company’s common stock will continue to be traded on the NYSE.

* * *

Owned by Dover Downs Gaming & Entertainment, Inc. (NYSE: DDE), Dover Downs Hotel & Casino® is a premier gaming and entertainment resort destination in the Mid-Atlantic region. Gaming operations consist of approximately 2,500 slots and a full complement of table games including poker.  The AAA-rated Four Diamond hotel is Delaware’s largest with 500 luxurious rooms/suites and amenities including a full-service spa/salon, concert hall and 41,500 sq. ft. of multi-use event space.  Live, world-class harness racing is featured November through April, and horse racing is simulcast year-round.  Professional football parlay betting is accepted during the season.  Additional property amenities include multiple restaurants from fine dining to casual fare, bars/lounges and retail shops.  For more information, please visit www.doverdowns.com.