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    Insight Acquisition Corp. filed SEC Form 8-K: Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing

    8/20/24 8:44:33 AM ET
    $INAQ
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    false 0001862463 Insight Acquisition Corp. /DE 0001862463 2024-07-29 2024-07-29 0001862463 INAQ:UnitsEachConsistingOfOneShareOfClassCommonStockAndOnehalfOfOneRedeemableWarrantMember 2024-07-29 2024-07-29 0001862463 INAQ:ClassCommonStockParValue0.0001PerShareMember 2024-07-29 2024-07-29 0001862463 INAQ:RedeemableWarrantsEachWholeWarrantExercisableForOneShareOfClassCommonStockAtExercisePriceOf11.50Member 2024-07-29 2024-07-29 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

     

    July 29, 2024

    Date of Report (Date of earliest event reported)

     

    Insight Acquisition Corp.

    (Exact Name of Registrant as Specified in its Charter)

     

    Delaware   001-40775   86-3386030
    (State or other jurisdiction
    of incorporation)
      (Commission File Number)   (I.R.S. Employer
    Identification No.)

     

    333 East 91st Street
    New York, NY
      10128
    (Address of Principal Executive Offices)   (Zip Code)

     

    Registrant’s telephone number, including area code: (609) 751-9193

     

    N/A

    (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:

     

    ☐ Written communications pursuant to Rule 425 under the Securities Act

     

    ☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act

     

    ☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act

     

    ☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act

     

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

     

    Title of each class   Trading Symbol   Name of each exchange on which registered
    Units, each consisting of one share of Class A Common Stock and one-half of one Redeemable Warrant   INAQU   The Nasdaq Stock Market, LLC
    Class A Common Stock, par value $0.0001 per share   INAQ   The Nasdaq Stock Market, LLC
    Redeemable Warrants, each whole warrant exercisable for one share of Class A Common Stock at an exercise price of $11.50   INAQW   The Nasdaq Stock Market, LLC

     

    Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).

     

    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.

     

    Insight Acquisition Corp., a Delaware corporation (the “Company”), received a notice, dated July 29, 2024 (the “Notice”) from the Nasdaq Stock Market LLC (“Nasdaq”), stating that the Company’s listed securities failed to comply with the $15,000,000 market value of listed securities (“MVLS”) requirement for continued listing on The Nasdaq Capital Market in accordance with Nasdaq Listing Rule 5450(b)(2)(C) based upon the Company’s MVLS for the 30 consecutive business days prior to the date of the Notice.

     

    The Notice has no immediate effect on the listing of the Company’s securities on Nasdaq and in accordance with Nasdaq Listing Rule 5810(c)(3)(D), the Company has been provided a period of 180 calendar days, or until January 27, 2025, in which to regain compliance. In order to regain compliance, the MVLS of the Company must close at $15,000,000 or more for a minimum of ten consecutive business days during this 180-day period.

     

    There can be no assurance that the Company will be able to regain compliance with the MVLS requirement, or maintain compliance with the other Nasdaq continued listing requirements.

     

    1

     

     

    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.

     

    Dated: August 20, 2024  
       
    INSIGHT ACQUISITION CORP.  
       
    By: /s/ Michael Singer  
    Name: Michael Singer  
    Title:

    Executive Chairman and

    Chief Executive Officer

     

     

     

    2

     

     

     

     

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