UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
CURRENT REPORT
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| Item 3.01 | Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing. |
On May 7, 2025, Odyssey Marine Exploration, Inc. (the “Company”) was notified by the listing qualifications staff of the Nasdaq Capital Market (“Nasdaq”) of its determination that the Company had not regained compliance with Nasdaq Listing Rule 5550(a)(2) and was not eligible for a second 180-day period within which to regain compliance. The listing staff further notified the Company that, unless the Company requested an appeal of determination by May 14, 2025, the Company’s securities would be scheduled for delisting from Nasdaq and suspended at the opening of business on May 16, 2025, and that Nasdaq would file a Form 25-NSE with the Securities and Exchange Commission, which would remove the Company’s securities from listing and registration on Nasdaq.
As described in more detail in Item 8.01 below, the Company has subsequently regained compliance with Nasdaq Listing Rule 5550(a)(2) and the matter is now closed.
| Item 8.01 | Other Events. |
On May 9, 2025, the Company was notified by the listing qualifications staff of Nasdaq that the Company complies with Nasdaq Listing Rule 5550(a)(2). The listing qualifications staff had notified the Company on November 4, 2024, that it did not comply with the $1.00 minimum bid price requirement for 30 consecutive business days, as required under Nasdaq Listing Rule 5550(a)(2) for the Nasdaq Capital Market, and on May 7, 2025, that it had not regained compliance prior to the 180-day deadline and therefore would be scheduled for delisting from Nasdaq unless the Company appealed the determination as described in more detail in Item 3.01 above. Because the closing bid price of the Company’s common stock has been at $1.00 per share or greater for the last ten consecutive business days, from April 25 to May 8, 2025, the staff has determined that the Company complies with the Rules and this matter is now closed.
| Item 9.01. | Financial Statements and Exhibits. |
| (a) | Financial Statements of Businesses Acquired. |
Not applicable.
| (b) | Pro Forma Financial Information. |
Not applicable.
| (c) | Shell Company Transactions. |
Not applicable.
| (d) | Exhibits. |
| 104.1 | Cover Page Interactive Data File (embedded within the Inline XBRL document). |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| ODYSSEY MARINE EXPLORATION, INC. | ||||||
| Dated: May 9, 2025 | By: | /s/ Mark D. Gordon | ||||
| Mark D. Gordon | ||||||
| Chief Executive Officer | ||||||