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: January 3, 2011
(Date of
earliest event reported)
VITACOST.COM
INC.
(Exact
name of registrant as specified in its charter)
|
Delaware
|
001-34468
|
37-1333024
|
||
|
(State
or other jurisdiction of incorporation)
|
(Commission
File No.)
|
(IRS
Employer Identification No.)
|
5400
Broken Sound Blvd. NW – Suite 500
Boca
Raton, Florida 33487-3521
(Address of Principal Executive Offices)
(561)
982-4180
(Registrant’s telephone number, including area code)
Not
Applicable
(Former name or former address, if changed since last report)
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 (see General Instruction A.2. below):
£ 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))
Item
3.01. Notice of Delisting or Failure to Satisfy a Continued Listing
Rule or Standard; Transfer of Listing.
On
January 3, 2011, Vitacost.com Inc. (the “Company”) received a letter from The
NASDAQ Stock Market (“NASDAQ”) indicating that the Company has not held its
annual meeting of stockholders within the timeframe allowed under the NASDAQ
Listing Rules. The NASDAQ staff (the “Staff”) has informed the
Company that the failure to hold its annual meeting within the allowed timeframe
serves as an additional basis for delisting the Company’s securities from The
Nasdaq Stock Market and that the NASDAQ Hearings Panel (the “Panel”) will
consider this matter when rendering a decision regarding the Company’s continued
listing on The Nasdaq Global Market. The Company intends to address
this issue at the Panel hearing.
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.
| VITACOST.COM INC. | |||
|
Dated: January
6, 2011
|
By:
|
/s/ Stephen E. Markert, Jr. | |
| Stephen E. Markert, Jr. | |||
|
Interim
Chief Financial Officer
|
|||