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 August 2, 2023, Marblegate Acquisition Corp. (the “Company”) received a written notice (the “Notice”) from the Listing Qualifications Department (the “Staff”) of The Nasdaq Stock Market LLC (“Nasdaq”) notifying the Company that, based on the materials submitted by the Company in connection with its application to transfer its listing to The Nasdaq Capital Market, the Staff has determined that the Company has regained compliance with the minimum 400 total holders requirement for The Nasdaq Global Market set forth in Listing Rule 5450(a)(2). Accordingly, the Staff has indicated that the matter is now closed.
In addition, on August 8, 2023, the Company received a Notice from the Staff notifying the Company that, because the Company has phased down its securities to The Nasdaq Capital Market (as disclosed in Item 8.01 below), the Staff has determined that for the last 10 consecutive business days, the Company’s minimum market value of listed securities has been $35,000,000 or greater. Accordingly, the Company has regained compliance with the rule and the Staff has indicated that the matter is now closed.
Also on August 8, 2023, the Company received a Notice from the Staff notifying the Company that, because the Company has phased down its securities to The Nasdaq Capital Market (as disclosed in Item 8.01 below), the Staff has determined that for the last 10 consecutive business days, the Company’s minimum market value of publicly held shares has been $1,000,000 or greater. Accordingly, the Company has regained compliance with the rule and the Staff has indicated that the matter is now closed.
| Item 8.01 | Other Events. |
On August 2, 2023, the Staff approved the Company’s application to list its units, Class A common stock, par value $0.0001 per share, and warrants on The Nasdaq Capital Market. The Company’s securities will be transferred to The Nasdaq Capital Market at the opening of business on August 8, 2023.
The prior non-compliance notices received by the Company relating to its listing on The Nasdaq Global Market are deemed to be resolved as a result of the Company’s transfer to The Nasdaq Capital Market.
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.
| Marblegate Acquisition Corp. | ||||||
| Date: August 8, 2023 | By: | /s/ Jeffrey Kravetz | ||||
| Name: | Jeffrey Kravetz | |||||
| Title: | Chief Financial Officer | |||||