UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
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Securities registered pursuant to Section 12(b) of the Act:
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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).
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 disclosed in the Current Report on Form 8-K filed on July 14, 2022 by Cvent Holding Corp. (the “Company”), on July 11, 2022, the Company notified Nasdaq that, as a result of Julie Iskow’s resignation from the Company’s Board of Directors effective July 9, 2022, the Company was no longer in compliance with Nasdaq Listing Rule 5605(c)(2)(A), which requires the Company’s Audit Committee to be composed of at least three independent directors.
On September 13, 2022, Nasdaq issued a letter to the Company confirming the Company’s noncompliance with Nasdaq Listing Rule 5605(c)(2)(A) as described above. The Nasdaq letter stated that, consistent with Nasdaq Listing Rule 5605(c)(4), Nasdaq will provide a cure period allowing the Company to regain compliance by the earlier of the Company’s next annual meeting of stockholders or July 9, 2023 (or if the next annual meeting of stockholders is held before January 5, 2023, then the Company must evidence compliance no later than January 5, 2023). The Company expects to be compliant with the Audit Committee composition requirements of the Nasdaq Listing Rules by or before the end of the applicable cure period.
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 thereunto duly authorized.
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CVENT HOLDING CORP. |
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Date: |
September 16, 2022 |
By: |
/s/ William J. Newman, III |
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William J. Newman, III |