UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
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Item 3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing.
On September 3, 2024, Power REIT (the “Trust”) received a written notice from the NYSE Regulation (the “NYSE Notice”) of NYSE American LLC (the “Exchange”) stating that the Company is not in compliance with the continued listing standards of the Exchange because the Company is below compliance with Section 1003(a)(i) of the NYSE American Company Guide (the “Company Guide”), requiring a stockholders’ equity of $2.0 million or more if it has reported losses from continuing operations and/or net losses in two of its three most recent fiscal years, as a result of the Company’s reported stockholders’ equity of $322,626 at June 30, 2024 and losses from continuing operations and/or net losses in two of its three most recent fiscal years ended December 31, 2023. The Trust is also not currently eligible for any exemption in Section 1003(a) of the Company Guide from the stockholders’ equity requirements.
In connection with its non-compliance with Section 1003(a)(i), the Trust must submit a plan (the “Plan”) to NYSE Regulation of the Exchange by October 3, 2024, advising of actions it has taken or will take to regain compliance with the continued listing standards by March 3, 2026. If NYSE Regulation determines to accept the Plan, the Company will be notified in writing and will be subject to periodic reviews including quarterly monitoring for compliance with the Plan. If the Trust does not submit a plan or if the Plan is not accepted, the Exchange will commence delisting proceedings. Furthermore, if the Plan is accepted but the Trust is not in compliance with the continued listing standards by March 3, 2026 or if the Trust does not make progress consistent with the Plan, the Exchange will initiate delisting proceedings as appropriate. The Trust may appeal a staff delisting determination in accordance with Section 1010 and Part 12 of the Company Guide.
The Trust has issued a press release pursuant to Sections 402(g) and 1009(j) of the Company Guide disclosing receipt of the NYSE Notice and the specific continued listing standards it has fallen below, a copy of which is filed as Exhibit 99.1 to this Current Report on Form 8-K and which is incorporated by reference into this Item 3.01.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
| Exhibit No. | Description | |
| 99.1 | Press Release of Power REIT, dated September 4, 2024 | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document). |
SIGNATURE
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.
| Date: September 4, 2024 | POWER REIT | |
| By | /s/ David H. Lesser | |
| David H. Lesser | ||
| Chairman of the Board and Chief Executive Officer | ||