8-K: Current report filing
Published on May 5, 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): May 5, 2009 (May
4, 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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o
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Written
communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
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o
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Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
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o
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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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o
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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.
As
previously reported, on February 24, 2009, Rexahn Pharmaceuticals, Inc. (the
“Company“) was notified by the staff of the NYSE Amex LLC (the “Exchange“),
formerly known as the American Stock Exchange, Inc., that the staff had
determined, following a review of publicly available information, that the
Company is not in compliance with Section 1003(a)(iii) of the NYSE Amex 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.
The
notification on February 24, 2009 had no current effect on the listing of the
Company’s shares on the Exchange. Rather, the Company was afforded
the opportunity to submit a proposed plan to the Exchange by March 24, 2009 (the
“Plan”), addressing how it intends to regain compliance of the Company Guide
within a maximum of 18 months. The Company submitted its Plan on
March 23, 2009.
On May 4,
2009, the Exchange notified Rexahn that it has determined the Company has made a
reasonable demonstration of its ability to regain compliance with the continued
listing standards and has accepted the Plan. The Exchange has decided
to grant the Company an extension until August 24, 2010 for the Company to
regain compliance with the continued listing standards.
The
Company will be subject to periodic review by the Exchange staff during the
extension period covered by the Plan. Failure to
make progress consistent with the Plan within the appropriate time periods could
result in the Exchange staff
initiating delisting proceedings.
Item
9.01. Financial Statements and Exhibits.
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(d)
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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 May 5, 2009.
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2
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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(Registrant)
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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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Date:
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May
5, 2009
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3
EXHIBIT
INDEX
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Exhibit
Number
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Description
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Press
release dated May 5, 2009.
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