Washington, D.C. 20549







Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934


Date of Report (Date of earliest event reported): October 31, 2023




(Exact name of registrant as specified in its charter)







(State or other jurisdiction

of incorporation)



File Number)


(IRS Employer

Identification No.)


500 Seventh Avenue

New York, New York 10018

(Address of principal executive offices) (Zip Code)


Registrant’s telephone number, including area code: (855) 931-1500


Not Applicable

(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 (see General Instruction A.2. below):



Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)




Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)




Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))




Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))


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


Title of class


Trading symbol


Name of exchange on which registered

Common Stock




NASDAQ Capital Market

Common Stock Purchase Warrants




NASDAQ Capital Market


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


As previously reported, on August 17, 2022, Recruiter.com Group, Inc. (the “Company”) received a notification letter from the Nasdaq Listing Qualifications Staff (the “Staff”) of The Nasdaq Stock Market LLC (“Nasdaq”) notifying the Company that it is not in compliance with the minimum stockholders’ equity requirements set forth in Nasdaq Listing Rule 5550(b)(1) (the “Minimum Stockholders’ Equity Requirement”) because (i) its stockholders’ equity as reported in its Quarterly Report on Form 10-Q for the period ended June 30, 2023 was not at least $2,500,000 and (ii) the Company does not currently meet the alternatives of market value of listed securities or net income from continuing operations.


On October 31, 2023, the Company received a notification letter (the “Notification”) from the Staff stating that based on further review and the Company’s plan to regain compliance, the Staff has determined to grant the Company an extension to regain and evidence such compliance with the Minimum Stockholders’ Equity Requirement until February 13, 2024.  If the Company’s does not regain compliance by such date, the Company’s securities may be subject to delisting and although the Company will have an opportunity to appeal the decision pursuant to Nasdaq Listing Rule 5815(a); there can be no assurance that such appeal would be successful.








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.


Date:  November 2, 2023


 Recruiter.com Group, Inc.
/s/ Miles Jennings


Miles Jennings 
 Chief Executive Officer 





Oct. 31, 2023
Cover [Abstract]  
Entity Registrant Name RECRUITER.COM GROUP, INC.
Entity Central Index Key 0001462223
Document Type 8-K
Amendment Flag false
Entity Emerging Growth Company true
Document Period End Date Oct. 31, 2023
Entity Ex Transition Period false
Entity File Number 001-53641
Entity Incorporation State Country Code NV
Entity Tax Identification Number 90-1505893
Entity Address Address Line 1 500 Seventh Avenue
Entity Address City Or Town New York
Entity Address State Or Province NY
Entity Address Postal Zip Code 10018
City Area Code 855
Local Phone Number 931-1500
Security 12b Title Common Stock
Trading Symbol RCRT
Security Exchange Name NASDAQ
Written Communications true
Soliciting Material false
Pre Commencement Tender Offer false
Pre Commencement Issuer Tender Offer false

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