UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
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FORM
CURRENT REPORT
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Item 8.01 Other Events.
As previously disclosed on January 24, 2023, Kernel Group Holdings Inc., a Cayman Islands exempted company (the “Company”), received a notice from the Listing Qualifications Department of The Nasdaq Stock Market (“Nasdaq”) stating that the Company failed to hold an annual meeting of shareholders within 12 months after its fiscal year ended December 31, 2021, as required by Nasdaq Listing Rule 5620(a) (the “Rule”). In accordance with Nasdaq Listing Rule 5810(c)(2)(G), the Company submitted a plan to regain compliance and was granted until June 29, 2023 to regain compliance.
On July 7, 2023, the Company received a notice from the Listing Qualifications Department of Nasdaq stating that, as of June 29, 2023, the Company had failed to hold the above-referenced annual meeting and therefore was not in compliance with the Rule. As a result, Nasdaq advised the Company that its securities would be subject to delisting unless the Company timely requested a hearing before an independent Hearings Panel. Accordingly, the Company made a timely request for a hearing.
On September 1, 2023, the Company received a letter from Nasdaq stating that the Company has regained compliance under the Rule upon holding its annual meeting of shareholders on August 31, 2023 and the subsequent Form 8-K filed with the U.S. Securities and Exchange Commission. As such, this matter is now closed.
Item 9.01.1. Financial Statements and Exhibits.
(d) Exhibits
The following exhibits are attached hereto and filed herewith.
Exhibit No. | Description | |
99.1 | Press Release, dated September 1, 2023 | |
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.
Dated: September 1, 2023 | ||
KERNEL GROUP HOLDINGS, INC. | ||
By: | /s/ Surendra Ajjarapu | |
Name: | Surendra Ajjarapu | |
Title: | Chief Executive Officer |
Exhibit 99.1
Kernel Group Holdings, Inc. Regains Compliance with Certain Nasdaq Listing Requirement
New York, September 1, 2023 –Kernel Group Holdings, Inc. (NASDAQ: KRNLU, KRNL, KRNLW the “Company” or “Kernel”) today announced that on September 1, 2023, the Company received a letter from the Listing Qualifications Department of The Nasdaq Stock Market (“Nasdaq”), confirming that the Company had regained compliance with Nasdaq Listing Rule 5620(a) which requires companies to hold an annual meeting of shareholders within twelve months of the end of the Company’s fiscal year (the “Annual Meeting Requirement”).
As previously disclosed, the Company was notified by the Listing Qualifications Department of Nasdaq that it did not comply with the Annual Meeting Requirement. Based on the Company’s Form 8-K filed on August 31, 2023, the Company’s definitive proxy statement was distributed on August 11, 2023, and its annual meeting of shareholders was held on August 31, 2023. Accordingly, the Listing Qualifications Department of Nasdaq has determined that the Company regained compliance with the Annual Meeting Requirement.
Contact:
hd@kernelcap.com
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