Item 3.01. Notice of Delisting or Failure to Satisfy a Continued Listing Rule
or Standard; Transfer of Listing
On May 18, 2020, Positive Physicians Holdings, Inc. (the "Company") received a
written notice (the "Notice") from the Listing Qualifications Department of The
Nasdaq Stock Market ("Nasdaq") indicating that the Company is not in compliance
with Listing Rule 5550(a)(4), due to the Company's failure to meet the minimum
500,000 publicly held shares requirement for continued listing on the Nasdaq
Capital Market. The Notice is only a notification of deficiency, not of imminent
delisting, and has no current effect on the listing or trading of the Company's
securities on the Nasdaq Capital Market.
The Notice states that the Company has until July 2, 2020 to submit a plan to
regain compliance with Listing Rule ??5550(a)(4). The Company intends to respond
within the required timeframe and is evaluating its options regarding a ?plan
that it may submit in response to the Notice. If Nasdaq accepts the Company's
plan, Nasdaq may grant the ?Company an extension of up to 180 calendar days from
the date of the Notice to evidence compliance with Listing ?Rule 5550(a)(4). If
Nasdaq does not accept the Company's plan, the Company will have the opportunity
to appeal ?the decision in front of a Nasdaq Hearings Panel.?
Forward-looking Statements
The Company makes forward-looking statements in this report within the meaning
of the Private Securities Litigation Reform Act of 1995. These forward-looking
statements relate to expectations or forecasts for future events. These
statements may be preceded by, followed by or include the words "may," "might,"
"will," "will likely result," "should," "estimate," "plan," "project,"
"forecast," "intend," "expect," "anticipate," "believe," "seek," "continue,"
"target" or similar expressions. These forward-looking statements are based on
information available to the Company as of the date of this report and involve
substantial risks and uncertainties. Actual results may vary materially from
those expressed or implied by the forward-looking statements herein due to a
variety of factors, including the Company's ability to submit a plan to regain
compliance satisfactory to Nasdaq; the Company's ability to evidence that it has
a minimum of 500,000 publicly held shares; and other risks and uncertainties set
forth in our reports filed with the Securities and Exchange Commission. The
Company does not undertake any obligation to update forward-looking statements
as a result of new information, future events or developments or otherwise.
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