Current Report Filing (8-k)
August 15 2019 - 3:06PM
Edgar (US Regulatory)
United
States
Securities
and Exchange Commission
Washington,
D.C. 20549
FORM
8-K
Current
Report
Pursuant
to Section 13 or 15(d) of
The
Securities Exchange Act of 1934
Date
of Report (Date of earliest event reported): August 12, 2019
RCI
HOSPITALITY HOLDINGS, INC.
(Exact
Name of Registrant as Specified in Its Charter)
Texas
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001-13992
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76-0458229
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(State
or Other Jurisdiction
of
Incorporation)
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(Commission
File
Number)
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(IRS
Employer
Identification
No.)
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10737
Cutten Road
Houston,
Texas 77066
(Address
of Principal Executive Offices, Including Zip Code)
(281)
397-6730
(Issuer’s
Telephone Number, Including Area Code)
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:
[ ]
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Written communications pursuant to Rule 425
under the Securities Act (17 CFR 230.425)
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[ ]
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Soliciting material pursuant to Rule 14a-12
under the Exchange Act (17 CFR 240.14a -12)
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[ ]
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Pre-commencement communications pursuant to
Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d -2(b))
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[ ]
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Pre-commencement communications pursuant to
Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e -4(c))
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Securities
registered pursuant to Section 12(b) of the Act:
Title
of each class
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Trading
Symbol(s)
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Name
of each exchange on which registered
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Common stock, $0.01
par value
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RICK
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The Nasdaq Global
Market
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Indicate
by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405
of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
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
On
August 12, 2019, we received a written notice from the Listing Qualifications Department of The Nasdaq Stock Market (“Nasdaq”)
indicating that we continue to not be in compliance with Listing Rule 5250(c)(1) because we have failed to file our Quarterly
Report on Form 10-Q for the fiscal quarter ended June 30, 2019.
As
previously announced, we submitted a plan on July 16, 2019 to Nasdaq detailing plans to regain compliance with Listing Rule 5250(c)(1)
as we had not yet filed our Form 10-Q for the second fiscal quarter ended March 31, 2019. As a result of the additional delinquency
notice received on August 12, 2019, we must submit no later than August 27, 2019 an update to our original plan to regain compliance
with respect to the filing requirement. If the updated plan is accepted, Nasdaq may grant us an extension of up to 180 calendar
days from the due date of the second fiscal quarter Form 10-Q, or until November 6, 2019, to regain compliance. If Nasdaq does
not accept our updated plan, we will have the opportunity to appeal that decision to a Nasdaq Hearings Panel. We intend to file
our delinquent Form 10-Qs as soon as practicable.
The
Nasdaq notification letter has no immediate effect on the listing of our common stock on Nasdaq.
SIGNATURES
Pursuant
to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report on Form 8-K to be signed
on its behalf by the undersigned hereunto duly authorized.
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RCI Hospitality
Holdings, INC
.
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Date: August 15,
2019
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By:
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/s/
Eric Langan
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Eric Langan
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President and Chief Executive Officer
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