8-K: Current report filing
Published on February 27, 2009
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
FORM
8-K
CURRENT
REPORT
Pursuant
to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of
Report (date of earliest event reported): February 27,
2009 (February 24, 2009)
Rexahn
Pharmaceuticals, Inc.
(Exact
name of registrant as specified in its charter)
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Delaware
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000-50590
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11-3516358
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(State
or Other Jurisdiction of
Incorporation)
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(Commission
File
Number)
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(I.R.S.
Employer Identification
No.)
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9620
Medical Center Drive
Rockville,
Maryland 20850
(Address
of principal executive offices) (Zip code)
(240)
268-5300
(Registrant’s
telephone number, including area code)
Not
Applicable
(Former
name or former address, if changed since last report)
Check
the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any of the
following provisions:
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¨
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Written
communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
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¨
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Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
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¨
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Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
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¨
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Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
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INFORMATION
TO BE INCLUDED IN THE REPORT
Item
3.01. Notice of Delisting or Failure to Satisfy a Continued Listing
Rule or Standard; Transfer of Listing.
On February 24, 2009,
Rexahn Pharmaceuticals, Inc. (the “Company”) was notified by the staff of
the NYSE Alternext US LLC (the “Exchange”), formerly known as the American Stock
Exchange, Inc., that the staff has determined, following a review of publicly
available information, that the Company is not in compliance with Section
1003(a)(iii) of the NYSE Alternext Company Guide (the “Company Guide”) in that
it has stockholder equity of less than $6 million and losses from continued
operations and net losses in its five most recent fiscal years.
In order to maintain its
listing, the Company must submit a plan by March 24, 2009 (the “Plan”) advising
the Exchange of action it has taken or will take, that would bring it into
compliance with the continued listing standards. Subject to the Plan
being accepted by the Exchange, the Company would have up to August 24, 2010 to
implement the Plan, during which time period the Company would be subject to
periodic review to determine whether it is making progress consistent with the
Plan. The Company has verbally informed the staff of the Exchange
that it intends to make a timely submission to the Exchange of the Plan to
resolving the listing deficiencies and to regaining its compliance with the
Exchange's continued listing requirements.
Item
9.01. Financial Statements and Exhibits.
(d) Exhibits.
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Exhibit
Number
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Description
|
|
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99.1
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Press
release dated February 27, 2009.
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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 hereunto duly
authorized.
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REXAHN
PHARMACEUTICALS, INC.
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|||
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(Registrant)
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|||
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By:
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/s/ Chang H. Ahn
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| Chang H. Ahn | |||
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Chairman
and Chief Executive Officer
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|||
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Date:
February
27, 2009
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2
EXHIBIT
INDEX
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Exhibit
Number
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Description
|
|
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Press
release dated February 27, 2009.
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3