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): October 2, 2019

Aethlon Medical, Inc.

(Exact name of registrant as specified in its charter)

Registrant’s telephone number, including area code: 858-459-7800

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):

Securities registered pursuant to Section 12(b) of the Act:

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. ☐

On October 3, 2019, Aethlon Medical, Inc. (the “Company”) announced that Nasdaq has granted the Company an extension of time to regain compliance with the exchange’s continued listing requirement of a minimum $2.5 million of stockholders’ equity.

This extension is conditional upon the Company completing a reverse stock split and trading at or above Nasdaq’s minimum $1.00 bid price requirement for a period of ten consecutive trading days on or before October 29, 2019. The Company is requesting stockholder approval of the reverse stock split at its Annual Meeting of Stockholders to be held on October 14, 2019 in order to meet this requirement.

If the minimum bid price requirement is met by October 29, 2019, then Nasdaq has allowed until the filing of the Company’s December 31, 2019 Report on Form 10-Q, to be filed no later than February 14, 2020, to evidence compliance with Nasdaq’s minimum stockholders’ equity threshold, subject to reporting to Nasdaq prior to that time on the Company’s fund raising progress.

(d)       Exhibits

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.