Banzai International Files 8-K/A Amendment

TL;DR

Banzai International filed an amendment to their 8-K, check for updates.

AI Summary

Banzai International, Inc. filed an 8-K/A amendment on October 22, 2024, to report on events that occurred on April 8, 2024. This filing pertains to their status as a prepackaged software company incorporated in Delaware, with their principal business address in Bainbridge Island, WA.

Why It Matters

This filing is an amendment to a previous report, indicating a correction or addition to previously disclosed information by Banzai International, Inc.

Risk Assessment

Risk Level: low — This is a routine amendment filing with no immediate financial or operational impact disclosed.

Key Numbers

• 11.50 — Redeemable Warrants Exercise Price (Indicates the price at which warrants can be exercised for shares.)

Key Players & Entities

• Banzai International, Inc. (company) — Registrant
• 7GC & Co. Holdings Inc. (company) — Former company name
• October 22, 2024 (date) — Filing date
• April 8, 2024 (date) — Earliest event date

FAQ

Key Financial Figures

• $0.0001 — tered Class A common stock, par value $0.0001 per share BNZI The Nasdaq Global Ma
• $11.50 B — A common stock at an exercise price of $11.50 BNZIW The Nasdaq Capital Market Indic
• $1.00 — 's common stock (the "Common Stock") of $1.00 or greater per share for the last 10 co

Filing Documents

• form8-ka.htm (8-K/A) — 45KB
• ex99-1.htm (EX-99.1) — 11KB
• ex99-1_001.jpg (GRAPHIC) — 12KB
• 0001493152-24-041911.txt ( ) — 300KB
• bnzi-20241022.xsd (EX-101.SCH) — 4KB
• bnzi-20241022_def.xml (EX-101.DEF) — 30KB
• bnzi-20241022_lab.xml (EX-101.LAB) — 36KB
• bnzi-20241022_pre.xml (EX-101.PRE) — 27KB
• form8-ka_htm.xml (XML) — 6KB

From the Filing

UNITED SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): October 22, 2024 (April 8, 2024) Banzai International, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39826 85-3118980 (State or other jurisdiction of incorporation) (Commission File Number) (I.R.S. Employer Identification No.) 435 Ericksen Ave , Suite 250 Bainbridge Island , Washington 98110 (Address of Principal Executive Offices) (Zip Code) Registrant's telephone number, including area code: (206) 414-1777 (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: 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 Section 12(b) of the Act: Title of each class Trading Symbol(s) Name of each exchange on which registered Class A common stock, par value $0.0001 per share BNZI The Nasdaq Global Market Redeemable Warrants, each whole warrant exercisable for one share of Class A common stock at an exercise price of $11.50 BNZIW The 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 (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 8.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing. On October 18, 2024, Banzai International, Inc. (the "Company") received a letter from the Listing Qualifications Department of The Nasdaq Stock Market LLC ("Nasdaq") stating that the Company has regained compliance with Nasdaq Listing Rule 5450(a)(1) (the "Minimum Bid Price Requirement") by maintaining a minimum closing bid price of the Company's common stock (the "Common Stock") of $1.00 or greater per share for the last 10 consecutive business days, from September 19, 2024 through October 18, 2024, and that the Minimum Bid Price Requirement matter is now closed. The Company must still regain compliance with Listing Rule 5450(b)(2)(A) (the ("Market Value of Listed Securities"). As previously disclosed in the original Current Report on Form 8-K filed by the Company on April 8, 2024, the Company received a deficiency letter from Nasdaq indicating that the Company was not in compliance with the Minimum Bid Price Requirement because, for a period of 30 consecutive business days, the Common Stock of the Company failed to maintain a minimum bid price of $1.00 per share. Part of the Nasdaq Hearings Panel's (the "Panel") decision given on September 26, 2024, provided the Company until January 31, 2025 to demonstrate compliance with the Minimum Bid Price Requirement, as well as all of Nasdaq's other listing rules. A copy of the Company's press release issued on October 22, 2024, disclosing the Panel's decision is filed as Exhibit 99.1 to this Current Report on Form 8-K and incorporated herein by reference. Item 9.01. Financial Statements and Exhibits. Exhibit No. Description 99.1 Press Release 104 Cover Page Interactive Data File (the cover page XBRL tags are embedded within the inline XBRL document) 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. Dated: October 21, 2024 BANZAI INTERNATIONAL, INC. By: /s/Joseph Davy Joseph Davy Chief Executive Officer

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View this 8-K/A filing on SEC EDGAR