• SEC Filings

As previously disclosed in a Current Report on Form 8-K filed on May 21, 2018, MabVax Therapeutics Holdings, Inc., (“we”, “us”, or the “Company”) notified the Listing Qualifications Department (the “Staff”) of The Nasdaq Stock Market LLC (“Nasdaq”) that we would not be timely filing our Quarterly Report on Form 10-Q for the period ended March 31, 2018 (the “Form 10-Q”) as required for continued listing on Nasdaq, in accordance with Nasdaq Listing Rule 5250(c)(1). Also, as previously disclosed in the May 21, 2018 Current Report, we disclosed we had received a letter on May 21, 2018 (the “May 21, 2018 Letter”), issued to Nasdaq Listing Rule 5810(c)(2), from the Staff, stating that due to the delay in filing the Form 10-Q, we do not satisfy Nasdaq Listing Rule 5250(c)(1), and had been granted 60 calendar days from the date of the May 21, 2018 Letter to submit a plan to regain compliance with the filing requirement (the “Plan”). Finally, on June 27, 2018, we disclosed in the June 27 Current Report that we had received a letter from the Staff that supersedes the May 21, 2018 Letter stating that the Staff has determined to apply more stringent criteria and shorten the time period for the Company to submit its Plan, to the Nasdaq’s discretionary authority set forth in Nasdaq Listing Rule 5101, and revised the date for the Company to submit its Plan to no later than June 28, 2018 (the “Superseding Letter”). The Staff stated the reason was based on the Company’s statement in the May 21, 2018 Current Report that the independent auditor withdrew its audit reports included in the Form 10-K for the years ending December 31, 2014, through 2017.

On June 29, 2018, the Board of Directors, after review of various factors voted not to submit its Plan at this time. There can be no assurance that the Staff will grant any grace period or hearing before delisting the Company.

In accordance with General Instruction B.2 of Form 8-K, the attached press release is deemed to be “furnished” and shall not be deemed “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section, nor shall such information and Exhibit be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Securities Exchange Act of 1934, as amended.

Forward-Looking Statements

The foregoing includes statements that constitute “forward-looking” statements, as such term is defined in the Private Securities Litigation Reform Act of 1995. In some cases, forward-looking statements can be identified by terminology such as “may,” “will,” “plan,” or the negative of those terms or other comparable terminology. These forward-looking statements are subject to the safe harbor protection provided by the federal securities laws. These forward-looking statements are subject to numerous risks, uncertainties and assumptions. These risks and uncertainties include, but are not limited to, the ability of the Company to timely file its periodic Exchange Act reports, the ability of the Company to regain and maintain compliance with Nasdaq continued listing requirements and the risk factors described in our Annual Report on Form 10-K filed on April 2, 2018. Because these forward-looking statements are subject to risks and uncertainties, actual developments and results may differ materially from those express or implied by the forward-looking statements. The forward-looking statements in this filing are made only as of the date hereof, and unless otherwise required by applicable securities laws, we disclaim any intention or obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.

MABVAX THERAPEUTICS HOLDINGS, INC. Exhibit
EX-99.1 2 ex99-1.htm PRESS RELEASE MBVX Ex. 99.1    Exhibit 99.1   MabVax Therapeutics Decides Not to Submit Plan to Regain Compliance with Nasdaq Listing Standards   San Diego,…
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