Image Sensing Systems, Inc. (NASDAQ:ISNS) Files An 8-K Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing

Image Sensing Systems, Inc. (NASDAQ:ISNS) Files An 8-K 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.

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(a) On January 8, 2020, Image Sensing Systems, Inc. (the \”Company\”) announced the formation of a Special committee to conduct a comprehensive review of strategic alternatives to maximize shareholder value.  The Special Committee anticipated discussing the results of this evaluation at the Company\’s annual shareholder meeting usually held in May.  With the onset of the COVID-19 pandemic in March 2020 and the resulting market conditions, the review was delayed.  Ultimately, the Board of Directors terminated this review in October 2020, which did not allow sufficient time for the Company to prepare and conduct a shareholders meeting during 2020.

On January 5, 2021, the Company received a letter from the Listing Qualifications Department of The Nasdaq Stock Market (\”Nasdaq\”), notifying the Company that it has not held an annual meeting of shareholders within twelve months of the end of the Company\’s fiscal year end, December 31, 2019.  As a result, the Company does not comply with Nasdaq Listing Rule 5620(a) (the \”Annual Meeting Rule\”).  The letter is only a notice of deficiency, not of imminent delisting, and it has no current effect on the listing or trading of the Company\’s securities on Nasdaq.

The letter states that, under Nasdaq rules, the Company must submit a plan to regain compliance with the Annual Meeting Rule to Nasdaq within 45 calendar days, which is on or before February 19, 2021.  The Company intends to submit a plan to Nasdaq on or before February 19, 2021 to set a date for an annual meeting of shareholders to be held on or before May 2021 to regain compliance with the Annual Meeting Rule within the required timeframe.  The letter provides that if Nasdaq accepts the Company\’s plan, Nasdaq can grant an exception of up to 180 calendar days from December 31, 2020, or until June 29, 2021, to regain compliance with the Annual Meeting Rule.  If Nasdaq does not accept the Company\’s plan, the Company will have the opportunity to appeal the decision in front of a Nasdaq Hearings Panel.

About Image Sensing Systems, Inc. (NASDAQ:ISNS)

Image Sensing Systems, Inc. is a provider of software-based products and solutions for the intelligent transportation systems (ITS) industry. The Company develops and markets video and radar processing products for use in traffic, security, police and parking applications, such as intersection control, highway, bridge and tunnel traffic management, venue security, entry control and traffic data collection. The Company operates through two segments: Intersection and Highway. Video products are sold in the Intersection segment. Radar products are sold in the Highway segment. The Company’s family of products, which it markets as Autoscope video or video products (Autoscope) and RTMS radar or radar products (RTMS), provides end users with the tools that manage traffic flow and support driver safety. Its technology analyzes signals from sensors and transmits the information to management systems and controllers or directly to users.

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