Item 3.01. Notice of Delisting or Failure to Satisfy a Continued Listing Rule or
Standard; Transfer of Listing.
On April 18, 2022, Insight Acquisition Corp. (the "Company") received a
notification from the New York Stock Exchange ("NYSE") that it was in violation
of NYSE requirements as it had failed to timely file its Annual Report on
Form 10-K for the fiscal year ended December 31, 2022 (the "Form 10-K") and that
if the Form 10-K is not filed with the SEC by 2:30 p.m. Eastern Time on
April 21, 2023, NYSE post the Company to the NYSE's late filers list on the
Profile, Data and News pages with respect to each of the Company's securities
(the "LF Designation"). Effective April 19, 2022, the Company filed the Form
10-K and that same day the Company received additional correspondence from the
NYSE acknowledging that the filing had been made and cancelling its prior
correspondence and stating that the LF Designation would not be posted on the
Profile, Data and News pages with respect to each of the Company's securities.
Item 8.01. Other Information.
Following the Special Meeting and stockholder redemptions, the Company received
a notice from the NYSE stating that, as a result of the stockholder redemptions,
the Company does meet the continuing listing requirements of NYSE. Specifically,
the NYSE informed the Company that the market value of the Company's publicly
listed securities fell below $40 million and if the market value of the
Company's publicly listed securities remains below $40 million on a 30-trading
day average, the SPAC would be subject to suspension and delisting. Currently,
the SPAC is subject to suspension and delisting on May 3, 2023.
Based on the notification received from the NYSE, the Company has commenced the
process to transfer the listing of its Class A Common Stock and Units from the
NYSE to The Nasdaq Stock Market and its Warrants from the Over the Counter
Market to The Nasdaq Stock Market. While the Company is presently in the
application process, we expect the Company's Class A common stock to be listed
on the Nasdaq Global Market and the Company's units and warrants to be listed on
the Nasdaq Capital Market, prior to May 3, 2023.
On April 21, 2023, the Company issued a press release reporting that the Company
plans to transfer the listing of its securities to The Nasdaq Stock Market. The
press release is attached hereto at Exhibit 99.1. In that press release, the
Company had stated that it anticipated trading to commence on Nasdaq on
April 26, 2023. The Company now expects that its securities will commence
trading on The Nasdaq Stock Market on Tuesday, May 2, 2023. The Company shall
file a new press release once it has confirmation of the date its securities
will commence trading on The Nasdaq Stock Market.
Item 9.01. Financial Statements and Exhibits
Exhibit # Description
99.1 Press Release dated April 21, 2023.
104 Cover Page Interactive Data File (embedded within the Inline XBRL
document)
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