UNITED
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FORM
CURRENT REPORT
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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 October 9, 2023, TG Venture Acquisition Corp. (“TGVC”) received a written notice (the “Notice”) from the Listing Qualifications Department of The Nasdaq Stock Market (“Nasdaq”) indicating that, based on the number of beneficial holders and holders of record of TGVC’s Class A common stock (the “Total Holders”), TGVC no longer meets Listing Rule 5450(a)(2), which requires listed companies to maintain a minimum of 400 Total Holders. Nasdaq Listing Rule 5810(c)(2)(C) provides TGVC with a period of 45 calendar days, or until November 24, 2023 (the “Compliance Date”), to submit a plan to regain compliance. Pursuant to Nasdaq Listing Rule 5810(c)(2)(B)(i), if Nasdaq accepts TGVC’s compliance plan, then Nasdaq may grant an extension of up to 180 calendar days from the date of the Notice for compliance with the Total Holders requirement. If Nasdaq does not accept TGVC’s compliance plan, then TGVC will have the opportunity to appeal the decision in front of a Nasdaq Hearings Panel.
The Notice has no immediate effect on the listing of TGVC’s securities on Nasdaq. TGVC intends to submit its compliance plan by the Compliance Date, and to actively monitor its Total Holders between now and the Compliance Date and may, if appropriate, evaluate appropriate options, including applying for a transfer to The Nasdaq Capital Market to resolve the deficiency and regain compliance with the requirements. While TGVC is exercising diligent efforts to maintain the listing of its securities on Nasdaq, there can be no assurance that it will be able to regain or maintain compliance with Nasdaq’s listing standards by the Compliance Date.
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.
| TG Venture Acquisition Corp. | |||
| By: | /s/ Patrick Tsang | ||
| Name: | Pui Lan Patrick Tsang | ||
| Title: | Chief Executive Officer and Director | ||
Dated: October 11, 2023