By letter dated November 30, 2016, the NASDAQ Staff (the “Staff”) notified the Company that the Staff had determined that the Company had not been in compliance with the compensation and nominating committee independence requirements under Listing Rules 5605(d)(2) and 5605(e)(1) (the “Rules”), but that, based upon submissions by the Company described below, the Company had regained compliance with the Rules and that this matter was now closed.

On September 28, 2016 the Company was contacted by NASDAQ regarding a concern that the Company may have failed to remain in compliance with the Rules, which require that the compensation and nominating committees of NASDAQ-listed issuers be comprised solely of independent directors. It was Staff’s position that following a review of the Company’s filings with the Securities and Exchange Commission (the “SEC”), the Company was not in compliance with the compensation and nominating committee independence requirements under the Rules. After subsequent telephone discussions between the Company and the Staff, and the Staff’s review of the Company’s email submission dated September 29, 2016, the Staff had determined that the Company was not in compliance with the Rules.

The Staff based its determination on the following: In its Form 10-K for the fiscal year ended December 31, 2015, the Company disclosed that on November 4, 2015, it had entered into consulting agreements with Jeffrey F. O’Donnell, Sr., Chairman of the Board and member of the Compensation and Nominating Committees, and Samuel Navarro, a member of the Nominating Committee (together, the “Directors”). Under the terms of the agreements, the Company paid each of the Directors an up-front payment of $40,000 for services rendered prior to entering into the agreements (from June 2015), and a $10,000 retainer, paid on the tenth day of each month, beginning on November 10, 2015 and continuing through June 10, 2016.

Subsequently, in its Definitive Proxy Statement filed with the SEC on September 16, 2016, the Company reported that on July 22, 2016, its Board of Directors extended the agreements with the Directors through September 30, 2016. Staff determined that as a result, the aggregate compensation paid to each of the Directors was in excess of $120,000 in a period of 12 consecutive months, which precluded the Directors from being deemed “independent” to Listing Rule 5606(a)(2).

On November 11, 2016 the Company notified NASDAQ by email, confirming that the Directors had resigned from the Compensation and Nominating and Governance Committees, effective October 27, 2016. The Company also represented that each member of those committees currently consists solely of independent directors, in accordance with the Rules, as posted on the Company’s web site at www.strataskinsciences.com.

About STRATA SKIN SCIENCES, INC. (NASDAQ:SSKN)

STRATA Skin Sciences, Inc., formerly MELA Sciences, Inc., is a medical technology company. The Company is engaged in developing and commercializing products for the diagnosis and treatment of dermatological disorders. The Company has three segments: Dermatology Recurring Procedures, Dermatology Procedures Equipment and Dermatology Imaging. The XTRAC and VTRAC products are the devices used for the treatment of psoriasis, vitiligo and other skin disorders. The XTRAC system delivers targeted ultraviolet light to affected areas of skin, leading to psoriasis clearing and vitiligo repigmentation, following a series of treatments. The Company’s technology includes XTRAC Excimer Laser, VTRAC Lamp and MelaFind. MelaFind is a non-invasive, point-of-care instrument to aid dermatologists in their decision to biopsy suspicious pigmented lesions, such as melanoma. The Company has approximately two distribution channels for phototherapy treatment equipment.

STRATA SKIN SCIENCES, INC. (NASDAQ:SSKN) Recent Trading Information

STRATA SKIN SCIENCES, INC. (NASDAQ:SSKN) closed its last trading session 00.000 at 0.590 with 185,075 shares trading hands.