UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
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Item 3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing.
On February 17, 2023, Southland Holdings, Inc., a Delaware corporation (the “Company”), provided written notice to the Nasdaq Stock Market LLC (“Nasdaq”) that the Company intends to voluntarily transfer the listing of its common stock, par value $0.0001 per share (the “Common Stock”), and the listing of its redeemable warrants, exercisable for shares of common stock at an exercise price of $11.50 per share (the “Warrants”), from Nasdaq to the NYSE American LLC (“NYSE American”). The notice stated that the Company expects to voluntarily delist the Common Stock and Warrants from Nasdaq effective as of the close of trading on March 1, 2023 and to commence trading on the NYSE American the following business day, March 2, 2023. The Common Stock and the Warrants have been authorized for listing on the NYSE American. The Common Stock will continue to trade under the ticker symbol “SLND” and the Warrants will continue to trade under the ticker symbol “SLNDW”. Until the transfer of the listing to the NYSE American is completed, the Common Stock and the Warrants will continue to be traded on Nasdaq.
Item 7.01 Regulation FD Disclosure.
A copy of the press release issued by the Company on February 17, 2023 in connection with the transfer of the listing of its Common Stock and Warrants from Nasdaq to the NYSE American is attached hereto as Exhibit 99.1.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
Exhibit Index
| Exhibit No. | Description | |
| 99.1 | Press Release, dated February 17, 2023 | |
| 104 | The cover page from this Current Report on Form 8-K, formatted in Inline XBRL (included as Exhibit 101). |
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SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the Company has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| Dated: February 17, 2023 | SOUTHLAND HOLDINGS, INC. | |
| By: | /s/ Frank S. Renda | |
| Name: Frank S. Renda | ||
| Title: President and Chief Executive Officer | ||
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