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

	April 16, 2019
	Date of Report (Date of earliest event reported)


	KONA GRILL, INC.
	(Exact Name of Registrant as Specified in its Charter)

Delaware

001-34082

20-0216690

(State or other jurisdiction

of incorporation)

(Commission File Number)

(IRS Employer

Identification No.)

	15059 N. Scottsdale Road, Suite 300 Scottsdale, Arizona 85254
	(Address of principal executive offices) (Zip Code)


	(480) 922-8100
	(Registrant's telephone number, including area code)

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))

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

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 3.01. Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing.

On April 16, 2019, Kona Grill, Inc., (the “Company”) was notified by the Nasdaq Stock Market LLC (“Nasdaq”) that it would be subject to delisting proceedings if it did not pay certain fees required by Listing Rule 5250(f). If the Company elects not to appeal, then trading of the Company’s common stock will be suspended at the opening of business on April 25, 2019, and a Form 25-NSE will be filed with the Securities and Exchange Commission which will remove the Company’s securities from listing and registration on the Nasdaq Stock Market.

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.

Date: April 22, 2019	KONA GRILL, INC.

	By:	/s/ Christi Hing
		Christi Hing
		Chief Financial Officer

KONA GRILL INC 8-K