PetMed Express Reports Listing Standard Failure, Transfer of Listing

TL;DR

**PetMed Express is facing a listing issue, potentially moving exchanges due to non-compliance.**

AI Summary

PetMed Express, Inc. filed an 8-K on February 15, 2024, reporting an event that occurred on February 13, 2024. The filing indicates a "Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard" and a "Transfer of Listing." This suggests the company is addressing issues related to its stock exchange listing requirements.

Why It Matters

A notice of delisting or failure to meet listing standards can signal financial or operational distress, potentially impacting investor confidence and the company's ability to raise capital on major exchanges.

Risk Assessment

Risk Level: high — Failure to meet listing standards and a potential transfer of listing indicate significant regulatory and operational challenges that can negatively impact stock liquidity and investor perception.

Key Players & Entities

• PetMed Express, Inc. (company) — registrant
• February 13, 2024 (date) — date of earliest event reported
• February 15, 2024 (date) — filing date
• 420 South Congress Avenue, Delray Beach, Florida 33445 (address) — business address
• 000-28827 (identifier) — Commission File Number

FAQ

Filing Documents

• pets-20240213.htm (8-K) — 32KB
• pets-2024215xexx991notific.htm (EX-99.1) — 10KB
• 0001040130-24-000010.txt ( ) — 169KB
• pets-20240213.xsd (EX-101.SCH) — 2KB
• pets-20240213_lab.xml (EX-101.LAB) — 23KB
• pets-20240213_pre.xml (EX-101.PRE) — 12KB
• pets-20240213_htm.xml (XML) — 3KB

01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing

Item 3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing. As previously disclosed in the Notification of Late Filing on Form 12b-25 of PetMed Express, Inc. (the "Company") filed with the Securities and Exchange Commission (the "SEC") on February 9, 2024, the Company determined that it was unable, without unreasonable effort or expense, to file its Quarterly Report on Form 10-Q for the fiscal quarter ended December 31, 2023 (the "Form 10-Q") by the prescribed due date as a result of the restatement of certain of the Company's financial statements (the "Restatement"). The Restatement is more fully described in the Company's Current Report on Form 8-K filed with the SEC on February 8, 2024. On February 13, 2024, the Company received a notice (the "Notice") from The Nasdaq Stock Market LLC ("Nasdaq") indicating that, as a result of not having timely filed the Form 10-Q with the SEC, the Company is not in compliance with Nasdaq Listing Rule 5250(c)(1) (the "Listing Rule"), which requires timely filing of all required periodic financial reports with the SEC. The Notice has no immediate effect on the listing or trading of the Company's common stock on Nasdaq. The Notice indicated that the Company must submit a plan to regain compliance with the Listing Rule within 60 calendar days and, following receipt of such plan, Nasdaq may grant an extension of up to 180 calendar days from the Form 10-Q due date, or until August 7, 2024, for the Company to regain compliance. While the Company can provide no assurances as to timing, the Company is working diligently to complete the Restatement and plans to file the Form 10-Q as soon as practicable to regain compliance with the Listing Rule. On February 15, 2024, the Company issued a press release announcing its receipt of the Notice. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K and incorporated by reference herein.

01 Financial Statements and Exhibits

Item 9.01 Financial Statements and Exhibits. (d) Exhibits. 99.1 – Press release dated February 15, 2024. 104 – Cover Page Interactive Data File (formatted as Inline XBRL). Cautionary Note Regarding Forward-Looking Statements This Current Report on Form 8-K contains "forward-looking statements" within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. All statements contained in this Current Report on Form 8-K that do not relate to matters of historical fact should be considered forward-looking statements. Words such as "may," "could," "expect," "project," "outlook," "strategy," "intend," "plan," "seek," "anticipate," "believe," "estimate," "predict," "potential," "strive," "goal," "continue," "likely," "will," "would" and other similar words and expressions are intended to signify forward-looking statements. Such forward-looking statements are necessarily based upon estimates and assumptions that, while considered reasonable by the Company and its management, are inherently uncertain and are subject to various risks and uncertainties, including: the expected adjustments to the Company's financial statements, including the estimated amount and impact of adjustments on the Company's financial statements, and the potential for additional adjustments to the Company's financial statements resulting from the restatement described above. The Company's future results may also be impacted by other risk factors listed from time to time in the Company's filings with the Securities and Exchange Commission ("SEC"), including, but not limited to, the Company's Annual Report on Form 10-K for the year ended March 31, 2023, as well as other subsequent filings on Form 10-Q and periodic filings on Form 8-K. You should not place undue reliance on these forward-looking statements, which apply only as of the date of this Current Report on Form 8-K and should not be relied upon as representing th

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. Dated: February 15, 2024 PETMED EXPRESS, INC. By: /s/ Christine Chambers Name: Christine Chambers Title: Chief Financial Officer, Treasurer and Secretary 4

View Full Filing

View this 8-K filing on SEC EDGAR