UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
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Item 3.01. Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing
On November 21, 2022, Pontem Corporation (the “Company”) notified the New York Stock Exchange (the “NYSE”) that the Company no longer had a majority of independent directors as required by Section 303A.01 of the NYSE Listed Company Manual and that the Company no longer had three directors on its Audit Committee as required by Section 303A.07(a) of the NYSE Listed Company Manual. The Company was not in compliance as the result of the resignation of Erik Olsson from the Company’s Board of Directors on November 10, 2022.
On November 21, 2022, the Company received written notice from the NYSE that the Company is deficient in meeting the requirements of Section 303A.01 of the NYSE Listed Company Manual because the Company does not have a majority of independent directors on its Board and Section 303A.07(a) of the NYSE Listed Company Manual because the Company does not have three members on its Audit Committee. The NYSE notice advised that the Company has until November 29, 2022 to cure these deficiencies before being deemed noncompliant. The NYSE’s notice has no immediate effect on the listing of the Company’s ordinary shares on the NYSE.
The Company’s Board of Directors is currently conducting a search for at least one new independent director. Upon the appointment of one new independent director to the Board and one new member to the Audit Committee, the Company will again be in compliance with the requirements of Sections 303A.01 and 303A.07 of the NYSE Listed Company Manual.
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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.
Dated: November 23, 2022
| PONTEM CORPORATION | ||
| By: | /s/ Nina Murphy | |
| Title: | Chief Financial Officer | |
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