SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report: April 7, 2011
(Date of earliest event reported)
(Exact name of registrant as specified in its charter)
5400 Broken Sound Blvd. NW – Suite 500
Boca Raton, Florida 33487-3521
(Address of Principal Executive Offices)
(Registrant’s telephone number, including area code)
(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):
On April 7, 2011, Vitacost.com, Inc. (the “Company”) received a letter (the “Additional Staff Determination Letter”) from The NASDAQ Stock Market (“NASDAQ”) indicating that the Company is not in compliance with Listing Rule 5250(c)(1) due to the delinquent filing of the Company’s Annual Report on Form 10-K for the period ended December 31, 2010 (the “Annual Report”).
As previously announced, on December 21, 2010, the Company received a letter from NASDAQ indicating that the NASDAQ staff had determined that continued listing of the Company’s securities on The NASDAQ Stock Market was no longer warranted. The Company timely appealed the Staff determination, and requested a hearing before a NASDAQ Hearings Panel (the “Panel”), which was held on February 3, 2011. On February 28, 2011, the Company received written notice that the Panel had determined to grant the request of the Company to remain listed on The NASDAQ Stock Market, subject to certain conditions.
The Additional Staff Determination Letter, which the Company expected, advised that the Panel will consider the Company’s failure to timely file the Annual Report in their decision regarding the continued listing of the Company’s securities on The NASDAQ Stock Market. The Company has until April 14, 2011 to present its views with respect to this additional deficiency to the Panel. The Company intends to respond to the request in a timely manner.
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.