Siebert Financial Corp. Faces Nasdaq Listing Rule Concern

TL;DR

Nasdaq flagged Siebert Financial for listing rule issues, but they're working to fix it and expect to stay listed.

AI Summary

Siebert Financial Corp. announced on April 18, 2024, that it received a notice from The Nasdaq Stock Market indicating a failure to meet a continued listing rule. The company is working to regain compliance and expects to continue trading on Nasdaq.

Why It Matters

This filing indicates potential issues with Siebert Financial Corp.'s compliance with Nasdaq's listing standards, which could impact investor confidence and stock liquidity.

Risk Assessment

Risk Level: medium — The company has received a notice of non-compliance with Nasdaq listing rules, which introduces uncertainty regarding its continued listing.

Key Players & Entities

• Siebert Financial Corp. (company) — Registrant
• The Nasdaq Stock Market (company) — Exchange

FAQ

Key Financial Figures

• $0.01 — ge on which registered Common Stock - $0.01 par value SIEB The Nasdaq Capital M

Filing Documents

• ea0204555-8k_siebert.htm (8-K) — 36KB
• ea020455501ex99-1_siebert.htm (EX-99.1) — 10KB
• ex99-1_001.jpg (GRAPHIC) — 2KB
• 0001213900-24-035830.txt ( ) — 224KB
• sieb-20240418.xsd (EX-101.SCH) — 3KB
• sieb-20240418_lab.xml (EX-101.LAB) — 33KB
• sieb-20240418_pre.xml (EX-101.PRE) — 22KB
• ea0204555-8k_siebert_htm.xml (XML) — 3KB

01 Notice of Delisting or Failure

Item 3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing On April 18, 2024, the Company received a notification from Nasdaq Regulation that the Company no longer complies with Nasdaq's Listing Rules (the "Nasdaq Rules") for continued listing, as a result of the Company's failure to file its Annual Report on Form 10-K for the year ended December 31, 2023 (the "2023 Form 10-K"). Based on discussions with the Company's auditors, the Company expects to file its 2023 Form 10-K with an unqualified audit opinion before the prescribed due date to comply with Nasdaq Rules for continued listing. Nasdaq informed the Company that under Nasdaq Rules the Company has 60 calendar days to submit a plan to regain compliance and, if Nasdaq accepts the Company's plan, Nasdaq can grant an exception of up to 180 calendar days from the due date of the 2023 Form 10-K, or until October 14, 2024, to regain compliance. Under Nasdaq Rule 5250(c)(1) the Company must timely file all required periodic financial reports with the SEC through the EDGAR System or with the Other Regulatory Authority. Annual reports filed with Nasdaq shall contain audited financial As previously reported by the Company on its Notification of Late Filing on its Form 12b-25 filed on March 29, 2024, as amended on April 22, 2024, the Company has been unable to file its 2023 Form 10-K without unreasonable effort or expense within the time period prescribed, as the Company has identified certain deficiencies in its internal control over financial reporting and is evaluating these deficiencies. As a result of these items, the Company requires additional time to prepare and review its financial statements and other disclosures in its 2023 Form 10-K. As a result of the additional procedures being performed relating to internal control over financial reporting, the Company requires additional time to prepare and review its financial statements and other discl

01 Regulation FD Disclosure

Item 7.01 Regulation FD Disclosure On April 24, 2024, the Company issued a press release. A copy of such release is attached as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated by reference herein. Pursuant to General Instruction B.2 of Current Report on Form 8-K, the information contained in, or incorporated into, Item 8.01, including the press release attached as Exhibit 99.1, is being furnished and shall not be deemed "filed" for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference into any registration statement or other filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference to such filing. 1

Forward-Looking Statements

Forward-Looking Statements. For purposes of this Current Report on Form 8-K ("Report"), the terms "Siebert," "Company," "we," "us" and "our" refer to Siebert Financial Corp., its wholly-owned and majority-owned subsidiaries collectively, unless the context otherwise requires. The "forward-looking statements" within the meaning of the U.S. Private Securities Litigation Reform Act of 1995. Forward-looking the words "may," "could," "would," "should," "believe," "expect," "anticipate," "plan," "estimate," "target," "project," "intend" and similar words or expressions. In addition, any statements that refer to expectations, projections, or other characterizations of future events or circumstances are forward-looking statements. These forward-looking statements, which reflect our beliefs, objectives, and expectations as of the date hereof, are based on the best judgment of management. All forward-looking statements speak only as of the date on which they are made. Such forward-looking statements are subject to certain risks, uncertainties and assumptions relating to factors that could cause actual results to differ materially from those anticipated in such statements, including the following: economic, social and political conditions, global economic downturns resulting from extraordinary events; securities industry risks; interest rate risks; liquidity risks; credit risk with clients and counterparties; risk of liability for errors in clearing functions; systemic risk; systems failures, delays and capacity constraints; network security risks; competition; reliance on external service providers; new laws and regulations affecting our business; net capital requirements; extensive regulation, regulatory u

01 Financial Statements and Exhibits

Item 9.01 Financial Statements and Exhibits (d) Exhibits . Pursuant to General Instruction B.2 of Current Report on Form 8-K, the information contained in, or incorporated into, Item 3.01 and Item 7.01 including the press release attached as Exhibit 99.1, is being furnished and shall not be deemed "filed" for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference into any registration statement or other filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference to such filing. Exhibit Number Description 99.1 Press Release, dated April 24, 2024 104 Cover Page Interactive Data File (embedded within the Inline XBRL document) 3

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 thereunto duly authorized. Dated: April 24, 2024 SIEBERT FINANCIAL CORP. By /s/ John J. Gebbia John J. Gebbia Chief Executive Officer (Principal executive officer) By /s/ Andrew H. Reich Andrew H. Reich Executive Vice President, Chief Operating Officer, Chief Financial Officer, and Secretary (Principal financial and accounting officer) 4

View Full Filing

View this 8-K filing on SEC EDGAR