false 0001605888 0001605888 2024-03-21 2024-03-21 0001605888 SEQL:CommonStockParValue.00001PerShareMember 2024-03-21 2024-03-21 0001605888 SEQL:WarrantsToPurchaseCommonStockMember 2024-03-21 2024-03-21 iso4217:USD xbrli:shares iso4217:USD xbrli:shares





Washington, D.C. 20549





Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934


Date of Report (Date of earliest event reported) March 21, 2024



(Exact name of registrant as specified in charter)


Delaware   001-40760   46-5319744
(State or other Jurisdiction of
Incorporation or Organization)
  (Commission File Number)   (IRS Employer
Identification No.)


3 Federal Street

Billerica, MA

(Address of Principal Executive Offices)   (zip code)


(781) 460-6016

(Registrant’s telephone number, including area code)


Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of registrant under any of the following provisions:


Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
Soliciting material pursuant to Rule 14a-12(b) under the Exchange Act (17 CFR 240.14a-12(b))
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))


Securities registered pursuant to Section 12(b) of the Act:


Title of each class   Trading Symbol(s)   Name of each exchange on which registered
Common Stock, par value $.00001 per share   SEQL   N/A (OTC Pink Tier)
Warrants to purchase Common Stock   SQLLW   N/A (OTC Pink Tier)


Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).


Emerging growth company


If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.






Item 3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing.


As previously disclosed, on November 16, 2023, The Nasdaq Stock Market LLC (“Nasdaq”) delisted the common stock and warrants of SeqLL Inc. (the “Company”) from trading on the Nasdaq Capital Market as a result of the Company’s failure to regain compliance with Nasdaq Listing Rule 5550(a)(4), which required the Company have a minimum of 500,000 publicly-held shares of common stock, exclusive of shares held by officers, directors and 10% stockholders. On March 21, 2024, Nasdaq filed a Form 25 Notification of Delisting with the Securities and Exchange Commission (the “SEC”), notifying the SEC of Nasdaq’s determination to remove the Company’s securities from listing on Nasdaq. The delisting will become effective April 1, 2024, ten days after the Form 25 was filed.


The Company’s common stock and warrants have been traded on the OTC Pink Tier of the trading system operated by OTC Markets Group Inc. under the symbols “SEQL” and “SQLLW,” respectively, since November 16, 2023.


Item 9.01 Financial Statements and Exhibits.


(d) Exhibits


See the Exhibit Index below, which is incorporated by reference herein.


Exhibit No.   Description
104   Cover Page Interactive Data File (the cover page XBRL tags are embedded in the inline XBRL document)







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 hereunto duly authorized.


Date: March 25, 2024



  By: /s/ Daniel Jones
    Daniel Jones
    Chief Executive Officer