UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): April 19 27, 2023

ATHENEX, INC.

(Exact name of registrant as specified in its charter)

Delaware

001-38112

43-1985966

(State or other jurisdiction

of incorporation)

(Commission

File Number)

(IRS Employer

Identification No.)


1001 Main Street, Suite 600, Buffalo, New York		14203
(Address of principal executive offices)		(Zip Code)

Registrant’s telephone number, including area code: (716) 427-2950

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the 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 under the Exchange Act (17 CFR 240.14a-12)

☐

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 Exchange Act:

Title of each class

Trading
Symbol(s)

Name of each exchange

on which registered

Common Stock, par value $0.001 per share

ATNX

The Nasdaq Global Select Market

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

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 53.0201 ~~Departure~~Notice of ~~Directors~~Delisting or ~~Certain~~Failure ~~Officers;~~to ~~Election~~Satisfy ofa ~~Directors;~~Continued ~~Appointment~~Listing ofRule ~~Certain~~or ~~Officers~~Standard; ~~Compensatory~~Transfer ~~Arrangements~~ of ~~Certain Officers~~Listing.

On April 1927, 2023, Athenex, Inc. (the “Company”) ~~appointed~~received ~~Nick~~a ~~Campbell~~letter asfrom ~~Chief~~the ~~Restructuring~~Listing ~~Officer.~~Qualifications InStaff ~~this~~of ~~role~~The Nasdaq Stock Market LLC (“Nasdaq”) indicating that, ~~Mr. Campbell~~based ~~will~~upon ~~support~~the closing bid price of the Company’s ~~ongoing~~common ~~review~~stock offor ~~strategic~~the ~~alternatives~~last to30 ~~best~~consecutive ~~position~~business days and its number of publicly held shares, the Company tono ~~serve~~longer ~~and~~meets ~~create~~Nasdaq ~~value~~Listing ~~for~~Rule ~~its stakeholders~~5450(b)(3)(C), ~~building~~which onrequires ~~recent~~listed ~~actions~~companies to ~~advance~~maintain ~~its~~a ~~focus~~minimum onmarket ~~its~~value ~~NKT~~of ~~cell~~publicly ~~therapy~~held ~~platform~~shares ~~and~~of toat ~~monetize~~least ~~non-core assets~~$15 million.

~~Mr. Campbell~~Nasdaq ~~has~~Listing ~~served~~Rule as5810(c)(3)(D) provides a ~~founder~~compliance ~~and~~period ~~Managing~~of ~~Partner~~180 ofcalendar ~~Meru~~days, ~~LLC~~or ~~(“MERU”)~~until ~~since~~October 24, it2023, ~~was~~in ~~formed~~which into ~~January~~regain ~~2017~~compliance ~~and~~with ~~specializes~~this inrequirement. ~~assisting~~If ~~companies~~the ~~across~~Company’s amarket ~~variety~~value of ~~industries~~publicly inheld ~~identifying~~shares ~~and~~is ~~addressing~~$15 million ~~operational,~~or ~~organizational~~more ~~and~~for ~~financial~~a ~~matters.~~minimum ~~MERU~~of is10 ~~also~~consecutive ~~serving~~business asdays aduring ~~financial~~the ~~advisor~~180-day compliance period, Nasdaq will provide written notice of compliance to the Company. ~~The~~If ~~services~~the ofCompany ~~Mr. Campbell~~fails ~~and~~to ~~other~~regain ~~MERU~~compliance ~~personnel~~with ~~are~~the ~~being~~Nasdaq ~~provided~~continued ~~pursuant~~listing tostandards, ~~engagement~~Nasdaq ~~letters~~will ~~between~~provide notice that the Company’s ~~and~~common ~~MERU.~~stock Mrwill be subject to delisting. ~~Campbell~~ ~~will~~The ~~not~~Company ~~receive~~would ~~any~~then ~~compensation~~be ~~directly~~entitled ~~from~~to ~~the~~appeal ~~Company~~that determination to a Nasdaq hearings panel.

~~There~~The ~~are~~notification has no ~~family~~immediate ~~relationships~~effect ~~between~~on ~~Mr. Campbell~~the ~~and~~listing ~~any director or executive officer~~ of the Company.’s ~~Other~~common ~~than~~stock ~~Mr.~~on ~~Campbell~~Nasdaq’s ~~ownership~~Global ~~interest~~Select inMarket. ~~MERU,~~The ~~with~~Company ~~which~~intends ~~the~~to ~~Company~~monitor ~~has~~the ~~entered~~closing ~~into~~bid ~~engagement~~price ~~letters,~~of ~~Mr. Campbell~~its ~~has~~common ~~not~~stock ~~been~~and ~~party~~its tonumber ~~any~~of ~~transaction~~publicly ~~with~~held ~~the~~shares ~~Company,~~and ~~nor~~consider isits ~~any~~available ~~such~~options ~~transaction~~in ~~currently~~the ~~proposed,~~event ~~that~~the ~~would~~market bevalue ~~reportable~~of ~~under~~its ~~Item~~publicly ~~404(a)~~held ofshares ~~Regulation~~remains ~~S-K~~below $15 million.

SIGNATURES

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.

ATHENEX, INC.

Date: April 25, 2023

/s/ Joe Annoni

Date: May 3, 2023

/s/ Joe Annoni

Joe Annoni

Chief Financial Officer

Filing Compare · Athenex, Inc.