Ascent Solar Faces Delisting Concerns, Modifies Security Holder Rights

TL;DR

Ascent Solar might get delisted and is changing security holder rights.

AI Summary

Ascent Solar Technologies, Inc. filed an 8-K on August 19, 2024, reporting a material modification to the rights of security holders and a notice of potential delisting or failure to meet continued listing standards. The filing indicates a change in the company's status that could affect its listing on a stock exchange.

Why It Matters

This filing signals potential instability for Ascent Solar Technologies, Inc., which could impact its stock market accessibility and investor confidence.

Risk Assessment

Risk Level: high — The company is facing potential delisting and has made material modifications to security holder rights, indicating significant operational or financial challenges.

Key Players & Entities

• Ascent Solar Technologies, Inc. (company) — Registrant
• August 19, 2024 (date) — Filing Date
• August 14, 2024 (date) — Earliest Event Reported Date
• Delaware (jurisdiction) — State of Incorporation
• Thornton, CO (location) — Principal Executive Offices

FAQ

Key Financial Figures

• $0.0001 — h registered Common Stock, par value $0.0001 per share ASTI Nasdaq Capital Marke
• $1.00 — bid price of its common stock above the $1.00 required by Nasdaq's Minimum Bid Price

Filing Documents

• asti_8k.htm (8-K) — 31KB
• ex3x1.htm (EX-3.1) — 1KB
• image_001.jpg (GRAPHIC) — 134KB
• image_002.jpg (GRAPHIC) — 386KB
• 0001079973-24-001281.txt ( ) — 920KB
• asti-20240814.xsd (EX-101.SCH) — 3KB
• asti-20240814_lab.xml (EX-101.LAB) — 33KB
• asti-20240814_pre.xml (EX-101.PRE) — 22KB
• asti_8k_htm.xml (XML) — 4KB

01. Notice of Delisting

Item 3.01. Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing. As described below in Item 5.03, on August 14, 2024 Ascent Solar Technologies, Inc., a Delaware corporation (the "Company"), effected a reverse stock split of the Company's common stock at a ratio of one-for-one hundred (the "Reverse Stock Split"). The Company believes that effecting the Reverse Stock Split will assist in its efforts to meet the Nasdaq continued listing standards and to continue to have its common stock remain listed and traded on Nasdaq. In particular, we expect that the Reverse Stock Split will increase the per share bid price of its common stock above the $1.00 required by Nasdaq's Minimum Bid Price Requirement. Following the Reverse Stock Split, the Company's issued and outstanding shares of common stock were decreased from approximately 102 million pre-split shares to 1.023 million post-split shares, and the Company's publicly held or "free float" shares were reduced to approximately 1.021 million shares.

03 Material Modifications to Rights of Security

Item 3.03 Material Modifications to Rights of Security Holders To the extent required by Item 3.03 of Form 8-K, the information contained in Item 5.03 of this Current Report on Form 8-K is incorporated herein by reference.

03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year

Item 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year. On August 13, 2024, the Company filed a Certificate of Amendment to the Amended and Restated Certificate of Incorporation of the Company (the "Certificate of Amendment") with the Secretary of State of the State of Delaware to effect the Reverse Stock Split of the Company's common stock at a ratio of one-for-one hundred. The Certificate of Amendment provides that the Reverse Stock Split became effective as of 5:00 p.m. Eastern Time on August 14, 2024 (the "Effective Time"), at which time every one hundred shares of the Company's issued and outstanding common stock were automatically combined into one issued and outstanding share of common stock, without any change in the par value per share. The Certificate of Amendment provides that in the event a stockholder would otherwise be entitled to receive a fraction of a share of common stock, such stockholder shall receive one whole share of common stock in lieu of such fractional share and no fractional shares shall be issued. Trading of the Company's common stock on Nasdaq on a split-adjusted basis commenced at market open on August 15, 2024. The new CUSIP number for the common stock following the Reverse Stock Split is 043635804. Following the Reverse Stock Split, the Company's issued and outstanding shares of common stock were decreased from approximately 102.3 million pre-split shares to 1.023 million post-split shares. The Reverse Stock Split did not change the number of authorized shares of the Company's common stock, which remains at 500 million shares. The reverse stock split will also apply to the Company's common stock issuable upon the exercise of its outstanding warrants, stock options and restricted stock units, with proportionate adjustments to be made to the exercise prices thereof and under the Company's equity incentive plans. A copy of the Certificate of Amendment is filed as Exhibit 3.1 hereto and is incorporated

01. Financial Statements and Exhibits

Item 9.01. Financial Statements and Exhibits. (d) Exhibits Exhibit Number Description 3.1 Certificate of Amendment to the Amended and Restated Certificate of Incorporation of the Company dated August 13, 2024 104 Cover Page Interactive Data File (embedded within the Inline XBRL document).

SIGNATURES

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. ASCENT SOLAR TECHNOLOGIES, INC. August 19, 2024 By: /s/ Jin Jo Name: Jin Jo Title: Chief Financial Officer

View Full Filing

View this 8-K filing on SEC EDGAR