Item 3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or
Standard; Transfer of Listing
On January 6, 2023, Sonic Foundry, Inc. (the "Company") was notified by The
Nasdaq Stock Market LLC ("Nasdaq") that it is not in compliance with the
requirement to maintain a minimum closing bid price of $1.00 per share, as set
forth in Nasdaq Listing Rule 5550(a)(2), because the closing bid price of the
Company's common stock (the "Common Stock") was below $1.00 per share for 30
consecutive business days. The notification does not impact the listing of the
Common Stock on The Nasdaq Capital Market at this time.
In accordance with Nasdaq Listing Rule 5810(c)(3)(A), the Company has a period
of 180 calendar days from the date of notification, or until July 5, 2023, to
regain compliance with the minimum bid price requirement. During this period,
the Common Stock will continue to trade on The Nasdaq Capital Market. If at any
time before July 5, 2023, the bid price of the Common Stock closes at or above
$1.00 per share for a minimum of 10 consecutive trading days, Nasdaq will
provide written notification that the Company has achieved compliance with this
minimum bid price requirement.
In the event the Company does not regain compliance by July 5, 2023, the Company
may be eligible for an additional 180 calendar day compliance period to
demonstrate compliance with the bid price requirement. To qualify for the
additional 180-day period, the Company will be required to meet the continued
listing requirement for market value of publicly held shares and all other
initial listing standards for The Nasdaq Capital Market, with the exception of
the bid price requirement, and will need to provide written notice to Nasdaq of
its intention to cure the deficiency during the second compliance period by
effecting a reverse stock split, if necessary. If the Company does not qualify
for the second compliance period or fails to regain compliance during the second
180-day period, then Nasdaq will notify the Company of its determination to
delist the Common Stock.
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