UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form
6-K
REPORT OFFOREIGN PRIVATE ISSUER
PURSUANT TO RULE
13a-16
OR
15d-16
UNDER THE SECURITIES EXCHANGE ACT OF 1934
For the month of May, 2024
Commission File Number
000-29962
Kazia Therapeutics Limited
(Translation of registrant's name into English)
ThreeInternational Towers Level 24 300 Barangaroo Avenue Sydney NSW 2000
(Address of principal executive office)
Indicate by check mark whether the registrant files or will file annual
reports under cover of Form
20-F
or Form
40-F.
Form 20-F Form
40-F
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INFORMATION CONTAINED IN THIS FORM
6-K
REPORT
As previously disclosed, on November 20, 2023, Kazia Therapeutics Limited (the "
Company
") received a deficiencynotification from the Listing Qualifications Staff of
the Nasdaq Stock Market LLC ("
Nasdaq
"), notifying the Company that it was not in compliance with the minimum bid
price requirement as set forth in Nasdaq Listing Rule 5550(a)(2)(the "
Minimum Bid Price Requirement
"). The Company was provided 180 calendar days, or until May 20, 2024, to
regain compliance with the Minimum Bid Price Requirement.
On May 22, 2024, the Company received a letter from Nasdaq notifying the
Company that, while the Company has not regained compliance withthe Minimum
Bid Price Requirement, Nasdaq has determined that the Company is eligible for
an additional 180 calendar day period, or until November 18, 2024 (the "
Second Compliance Period
"), to regain compliance with the MinimumBid Price Requirement. If at any time
during the Second Compliance Period the closing bid price of the Company's
security is at least $1.00 per share for a minimum of 10 consecutive business
days, Nasdaq will provide written confirmation ofcompliance.
Nasdaq's determination was based on the Company meeting the continued listing
requirement for market value of publiclyheld shares and all other applicable
requirements for initial listing on The Nasdaq Capital Market, with the
exception of the Minimum Bid Price Requirement, and the Company's written
notice to Nasdaq of its intention to cure the deficiencyduring the Second
Compliance Period and, if necessary, by effecting a ratio change of the
American Depositary Shares (the "ADSs"), each representing ten ordinary shares
of the Company, to its ordinary shares.
The deficiency notification has no immediate impact on the Company's
operations or listing. The Company's securities will continueto trade as
normal on The Nasdaq Capital Market under the ticker "KZIA." The Company will
continue to actively monitor the closing bid price of its ADSs and intends to
consider all available options to resolve the deficiency and regaincompliance
within the Second Compliance Period provided and may, if necessary, implement
a ratio change of the ADSs to its ordinary shares, to regain compliance with
the Minimum Bid Price Requirement. There can be no assurance that the Company
willregain compliance with the Minimum Bid Price Requirement during the Second
Compliance Period.
If the Company does not regain compliancewithin the Second Compliance Period,
Nasdaq staff will provide notice that the Company's securities will be subject
to delisting. The Company would then be entitled to appeal that determination
to a Nasdaq Hearings Panel (the"
Panel
"). There can be no assurance that, if the Company does appeal any delisting
determination by the Panel, such appeal would be successful.
The Company hereby incorporates by reference the information contained herein
into the Company's registration statements on Form
F-3
(File
No. 333-259224
and
333-276091).
Forward-Looking Statements
This Reporton Form
6-K
may contain forward-looking statements, which can generally be identified as
such by the use of words such as "may," "will," "estimate," "future,""forward,"
"anticipate," or other similar words. Any statement describing Kazia's future
plans, strategies, intentions, expectations, objectives, goals or prospects,
and other statements that are not historical facts, arealso forward-looking
statements, including, but not limited to, statements regarding Kazia's
intentions with respect to regaining compliance with the Minimum Bid Price
Requirement, including effecting a ratio change of the ADSs to its
ordinaryshares, if necessary. Such statements are based on Kazia's current
expectations and projections about future events and future trends affecting
its business and are subject to certain risks and uncertainties that could
cause actual results todiffer materially from those anticipated in the
forward-looking statements, including risks and uncertainties related to the
possibility that Kazia may not regain compliance with the Minimum Bid Price
Requirement. These and other risks anduncertainties are described more fully
in Kazia's Annual Report, filed on
form 20-F with
the United States Securities and Exchange Commission (the "
SEC
"), and in subsequentfilings with the SEC. Kazia undertakes no obligation to
publicly update any forward-looking statement, whether as a result of new
information, future events, or otherwise, except as required under applicable
law. You should not place undue relianceon these forward-looking statements,
which apply only as of the date of this Report on Form
6-K.
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SIGNATURE
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.
Kazia Therapeutics Limited
(Registrant)
/s/ John Friend
John Friend
Chief Executive Officer
Date: 23 May 2024