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    CNS Pharmaceuticals Inc. filed SEC Form 8-K: Other Events

    3/31/25 5:12:09 PM ET
    $CNSP
    Biotechnology: Pharmaceutical Preparations
    Health Care
    Get the next $CNSP alert in real time by email
    8-K
    false 0001729427 0001729427 2025-03-31 2025-03-31 iso4217:USD xbrli:shares iso4217:USD xbrli:shares

     

    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): March 31, 2025

    ___________________________

     

    CNS Pharmaceuticals, Inc.

    (Exact name of registrant as specified in its charter)

    ___________________________

     

    Nevada 001-39126 82-2318545

    (State or other jurisdiction of

    incorporation or organization)

    (Commission File Number) (I.R.S. Employer Identification No.)

     

    2100 West Loop South, Suite 900

    Houston, Texas 77027

    (Address of principal executive offices) (Zip Code)

     

    Registrant’s telephone number, including area code: (800) 946-9185

     

    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.    ☐

     

    Securities registered pursuant to Section 12(b) of the Act:

     

    Title of each class Trading Symbols(s) Name of each exchange on which registered
    Common stock, par value $0.001 per share CNSP The NASDAQ Stock Market LLC

     

     

       

     

     

    Item 8.01. Other Events.

     

    As previously disclosed, on September 12, 2024, CNS Pharmaceuticals, Inc. (the “Company”) received a letter from the Staff of Listing Qualifications Department of The Nasdaq Stock Market (“Nasdaq”) notifying the Company that for the previous 30 consecutive business days the Company’s common stock had not maintained a closing bid price of $1.00 per share (the “Bid Price Rule”) required for continued listing on The Nasdaq Capital Market pursuant to Nasdaq Listing Rule 5550(a)(2). Normally, a company would be afforded a 180-calendar day period to demonstrate compliance with the Bid Price Rule. However, pursuant to Listing Rule 5810(c)(3)(A)(iv), the Company was not eligible for any compliance period specified in Listing Rule 5810(c)(3)(A) because the Company effected one or more reverse stock splits over the prior two-year period with a cumulative ratio of 250 shares or more to one. On October 30, 2024, the Company was provided a temporary exception to regain compliance with the Bid Price Rule until March 11, 2025.

     

    On March 31, 2025, the Company received a letter from Nasdaq notifying the Company that it had regained compliance with Bid Price Rule.

     

    Pursuant to the letter, in application of Listing Rule 5815(d)(4)(B), the Company will be subject to a Mandatory Panel Monitor for a period of one year from the date of the letter. If, within that one-year monitoring period, the Staff finds the Company again out of compliance with the Bid Price Rule that was the subject of the exception, notwithstanding Rule 5810(c)(2), the Company will not be permitted to provide the Staff with a plan of compliance with respect to that deficiency and Staff will not be permitted to grant additional time for the Company to regain compliance with respect to that deficiency, nor will the company be afforded an applicable cure or compliance period pursuant to Rule 5810(c)(3). Instead, Staff will issue a delist determination letter and the Company will have an opportunity to request a new hearing.

     

     

     

     

     

     

     

     

     

     

     

     

     

     

     

     

     

     

     

     

     

     

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    Signature

     

    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.

     

     

     

    CNS Pharmaceuticals, Inc.

     
           
           
      By: /s/ Chris Downs                          
        Chris Downs  
        Chief Financial Officer  
           
    Dated: March 31, 2025      

     

     

     

     

     

     

     

     

     3 

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