Rimini Street Inc.
09/06/2024 | Press release | Distributed by Public on 09/06/2024 14:06
Failure to Satisfy Listing Rule Form 8 K
| ITEM 3.01 |
NOTICE OF DELISTING OR FAILURE TO SATISFY A CONTINUED LISTING RULE OR STANDARD; TRANSFER OF LISTING
|
Audit Committee Composition
On September 5, 2024, Rimini Street, Inc. (the "Company") received a letter (the "Letter") from the Nasdaq Stock Market LLC (the "Nasdaq") notifying the Company that it no longer complies with Nasdaq's audit committee requirements as set forth in Nasdaq Listing Rule 5605. Nasdaq Listing Rule 5605 requires, among other things, that each listed company must have an audit committee comprised of at least three members, each of whom must meet certain independence and other qualifications as set forth in such rule. The Company is required to disclose receipt of the Letter under Item 3.01 of Form 8-K.
The current vacancy on the audit committee (the "Audit Committee") of the Company's Board of Directors (the "Board") is a result of the previously reported resignation of Ms. Katrinka McCallum from the Board effective as of August 2, 2024, resulting in an Audit Committee comprised of only two qualified directors.
Nasdaq was notified of the vacancy on the Company's Audit Committee on August 2, 2024.
In the Letter, Nasdaq indicated that it will provide the Company with a cure period in order to regain compliance as follows:
•until the earlier of the Company's next annual meeting of stockholders or August 2, 2025; or
•if the Company's next annual meeting of stockholders is held before January 29, 2025, then the Company must evidence compliance no later than January 29, 2025.
The Company intends to fill the vacancy on the Audit Committee and regain compliance with the audit committee composition requirements under Nasdaq Listing Rule 5605 before the end of the cure period described above.