8-K 1 tv497082_8k.htm FORM 8-K




Washington, D.C. 20549




Current Report

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934


June 18, 2018
Date of Report (Date of earliest event reported)


(Exact name of registrant as specified in its charter)


Delaware 1-35112 98-0217544
(State or other jurisdiction of
incorporation or organization)
(Commission File Number) (I.R.S. Employer
Identification No.)


435 Devon Park Drive, Suite 715

Wayne, Pennsylvania 19087

(Address of principal executive offices, zip code)


(610) 254-4201
(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 (see General Instruction A.2. below):


¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))


Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).


Emerging growth company 


If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. 







Item 3.01. Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing.


As a result of Wilbur H. Gantz’s retirement from Aevi Genomic Medicine, Inc.’s (the “Company”) Board of Directors (the “Board”) and Audit Committee, the Company currently has only two independent directors on its Audit Committee. The Company is in the process of identifying an independent director to be appointed to the Audit Committee. On June 18, 2018, the Company, received a letter from the Nasdaq Stock Market (“Nasdaq”) stating that the Company has failed to comply with Listing Rule 5605(c)(2)(A) of the Nasdaq Stock Market Rules, which requires listed companies to maintain an Audit Committee consisting of at least three independent directors. Under the Nasdaq Listing Rules, the Company has until the earlier of its next annual meeting of stockholders or June 14, 2019 to identify an additional independent director to be appointed to the Audit Committee.












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.


  By:  /s/ Brian D. Piper  
    Name: Brian D. Piper  
    Title: Chief Financial Officer and
Corporate Secretary


Date: June 22, 2018