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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Item 3.01. Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing.
On September 27, 2022, CIIG Capital Partners II, Inc. (the “Company”) received a deficiency notice from the Nasdaq Stock Market (“Nasdaq”) notifying the Company that, as a result of the resignation of Kristen O’Hara, a member of the board of directors of the Company (the “Board”) on April 21, 2022, the Company is not in compliance with the continued listing requirements set forth in Nasdaq Listing Rule 5605 regarding the composition of the Board, because a majority of the Board is not comprised of independent directors.
The Nasdaq letter further provided that consistent with Nasdaq Listing Rule 5605(b)(1)(A), Nasdaq will provide the Company with a cure period in order to regain compliance with such rule until the earlier to occur of (i) its next annual stockholders meeting or April 21, 2023; or (ii) if the next annual stockholders’ meeting is held before October 18, 2022, then the Company must evidence compliance no later than October 18, 2022.
The Company expects to regain compliance with Nasdaq Listing Rule 5605 prior to the expiration of the cure period provided by Nasdaq.
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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 29, 2022
CIIG CAPITAL PARTNERS II, INC. | |||
By: | /s/ Gavin Cuneo | ||
Name: | Gavin Cuneo | ||
Title: | Co-Chief Executive Officer |
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