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AIFA Provides Update on Nasdaq Notice and Filing of Annual Report, Clearing Key Pathways for Strategic Transformation

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All In FutureTech Alliance (Nasdaq: AGAE) received a Nasdaq notice on May 19, 2026 for not timely filing its 2025 Form 10-K and Q1 2026 Form 10-Q, making it subject to potential delisting. The 2025 Form 10-K has now been filed, while the Q1 2026 Form 10-Q remains in preparation. The notice has no immediate effect on listing or trading. AIFA reports its major litigation disputes are resolved and plans to accelerate a strategic transformation toward an AI-powered fiber-optic infrastructure platform and AI application ecosystem.

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Positive

  • 2025 Form 10-K completed, filed and released on May 21, 2026
  • Nasdaq notice currently has no immediate effect on listing or trading status
  • Company reports major litigation disputes have been completely resolved
  • Management outlines clear AI-focused strategic transformation plan

Negative

  • Nasdaq notice cites noncompliance with Listing Rule 5250(c)(1)
  • Company is subject to potential delisting from Nasdaq Stock Market
  • Q1 2026 Form 10-Q remains unfiled and only “in preparation”
  • Ongoing need to work with Nasdaq Hearings Panel to regain compliance

News Market Reaction – AGAE

-3.67% 9.5x vol
18 alerts
-3.67% Session close to close
+88.5% Peak in 26 hr 50 min
$36.95M Market Cap
9.5x Rel. Volume

In the May 22 session, AGAE declined 3.67%, reflecting a moderate negative market reaction. Argus tracked a peak move of +88.5% during that session. Our momentum scanner triggered 18 alerts that day, indicating notable trading interest and price volatility. Trading volume was exceptionally heavy at 9.5x the daily average, suggesting significant selling pressure.

Data tracked by StockTitan Argus on the day of publication.

Market Context

This announcement highlighted that AIFA has filed its 2025 Form 10-K and is preparing the Q1 2026 Fo...
Analysis

This announcement highlighted that AIFA has filed its 2025 Form 10-K and is preparing the Q1 2026 Form 10-Q after a Nasdaq notice citing untimely filings under Listing Rule 5250(c)(1). Management framed this as clearing historical litigation and reporting obstacles while reaffirming plans for an AI-powered fiber-optic infrastructure platform and AI application ecosystem. Investors may watch for timely completion of remaining filings, outcomes from the Nasdaq hearings process, and concrete milestones in the company’s strategic transformation toward AI infrastructure.

Key Figures

Notice Letter date: May 19, 2026 Quarter end: March 31, 2026 Fiscal year end: December 31, 2025 +2 more
5 metrics
Notice Letter date May 19, 2026 Nasdaq notice regarding filing deficiencies
Quarter end March 31, 2026 Form 10-Q period referenced in Nasdaq notice
Fiscal year end December 31, 2025 Form 10-K period cited for compliance
Nasdaq Listing Rule 5250(c)(1) Timely filing requirement for continued listing
Strategic engines 2 core engines AI-powered fiber-optic platform and AI application ecosystem

Historical Context

5 past events · Latest: May 18 (Positive)
Pattern 5 events
Date Event Sentiment 24h Move Catalyst
May 18 Name change & AI pivot Positive +7.0% Corporate rebranding to AI-focused All In FutureTech Alliance identity.
May 11 Reverse split proposal Negative -13.0% Reverse stock split plan to address Nasdaq bid-price deficiency and financing.
May 11 Nasdaq delisting risk Negative -13.0% Nasdaq staff determination on sub-$1 bid and overdue Form 10-K filing.
May 04 AI center & financing Positive -9.9% Plans for Hainan silicon photonics AI supercomputing center with note financing.
Apr 27 Shareholder no-sale pledge Neutral -9.1% Non-binding no-sale indication by major shareholder without formal lock-up.

24h Move is the share-price change in the day after each event; other market factors may also have contributed.

Pattern Detected

Recent history shows negative Nasdaq and capital-structure headlines often coinciding with declines, while strategic AI and rebranding news has produced mixed or selling-into-strength reactions.

Recent Company History

Over the past month, AGAE/AIFA has announced multiple steps in its strategic and listing transition. On Apr 27, a non-binding no-sale indication from a major shareholder was followed by a -9.08% move. AI supercomputing and financing plans on May 4 saw a -9.92% reaction. Nasdaq bid-price and reverse split proposals on May 11 coincided with a -13.04% move, while the official AIFA name change on May 18 led to a +7.03% gain. Today’s filing-based compliance update continues this transition narrative toward AI-focused infrastructure.

Key Terms

form 10-q, form 10-k, nasdaq listing rule 5250(c)(1), nasdaq hearings panel, +3 more
7 terms
form 10-q regulatory
"had not yet filed its Quarterly Report on Form 10-Q for the quarter ended"
A Form 10-Q is a detailed report that publicly traded companies are required to file with regulators three times a year, providing an update on their financial health and business activities. It is important for investors because it offers timely insights into a company's performance, helping them make informed decisions about buying or selling stocks. Think of it as a regular check-up report that shows how well a company is doing.
form 10-k regulatory
"had not yet completed its Annual Report on Form 10-K for the fiscal year ended"
A Form 10-K is a comprehensive report that publicly traded companies are required to file annually with regulators. It provides a detailed overview of a company's financial health, operations, and risks, similar to a detailed health report. Investors use this information to assess the company's performance and make informed decisions about buying or selling its stock.
nasdaq listing rule 5250(c)(1) regulatory
"requirement set forth in Nasdaq Listing Rule 5250(c)(1) and therefore subject"
Nasdaq Listing Rule 5250(c)(1) requires companies listed on the Nasdaq stock exchange to promptly notify the exchange if their stock price falls below a certain minimum level, known as the "initial listing standards." This rule helps ensure that investors are aware of significant declines in a company's stock value, which could signal financial trouble or increased risk. Essentially, it helps maintain transparency and protect investors by keeping them informed about important changes in a company's stock performance.
nasdaq hearings panel regulatory
"continue to communicate with the Nasdaq Hearings Panel and formally include"
A Nasdaq hearings panel is a group of experts that reviews cases when a company's stock listing is at risk of being removed from the exchange. They evaluate whether the company has met certain standards and determine if it can keep trading on Nasdaq. This process matters to investors because it can affect a company's ability to raise money and maintain credibility in the market.
strategic transformation technical
"clearing key pathways for Strategic Transformation"
A strategic transformation is a planned, company-wide change in how a business operates, competes, or makes money—such as shifting products, reorganizing teams, adopting new technology, or entering new markets. For investors it matters because these shifts aim to improve long-term growth or profitability but carry risks and costs up front; think of it like remodeling a house to increase its value—potentially higher returns, but with disruption and uncertainty during the work.
ai-powered fiber-optic infrastructure platform technical
"driven by two core engines: an ‘AI-powered fiber-optic infrastructure platform’"
A network platform that combines physical fiber-optic cables — the high-speed glass threads that carry internet and data — with artificial intelligence software that monitors, controls and optimizes how the network runs. For investors, it matters because AI can make the network more efficient, reliable and cheaper to operate, potentially increasing capacity and revenue while lowering maintenance costs, much like a smart thermostat that reduces bills and boosts comfort.
ai application ecosystem technical
"two core engines: an ‘AI-powered fiber-optic infrastructure platform’ and an ‘AI application ecosystem.’"
An AI application ecosystem is the network of software, tools, platforms, data sources, and partners that together let AI-powered applications be built, deployed, and maintained. For investors it matters because a strong ecosystem makes it easier and cheaper for a company to deliver useful AI features, attract customers, and sustain recurring revenue—like a healthy supply chain that speeds production and raises the barrier for rivals.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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NEW YORK, May 21, 2026 (GLOBE NEWSWIRE) -- All In FutureTech Alliance, Inc. (Nasdaq: AGAE) (the “Company” or “AIFA”) today provided an update regarding the previously received notice from the Listing Qualifications Department of The Nasdaq Stock Market.

On May 19, 2026, the Company received a notice letter from Nasdaq (the “Notice Letter”) stating that, because the Company had not yet filed its Quarterly Report on Form 10-Q for the quarter ended March 31, 2026, and had not yet completed its Annual Report on Form 10-K for the fiscal year ended December 31, 2025, the Company was not in compliance with the timely filing requirement set forth in Nasdaq Listing Rule 5250(c)(1) and therefore subject to delisting from Nasdaq Stock Market.

The Company hereby informs all investors that the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2025 has been completed, filed and released today. In addition, the Company’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2026 is currently in preparation, and the Company is working diligently to regain compliance with Nasdaq’s lising rules.

The Company will continue to communicate with the Nasdaq Hearings Panel and formally include these developments in the existing hearing process. The Notice Letter has no immediate effect on the listing or trading of the Company’s common stock.

Chairman and Chief Executive Officer James Li stated:

“With the complete resolution of the major litigation disputes that had impeded the Company’s development over the past two years, and the filing and release of the Company’s 2025 Annual Report today, we are very pleased to deliver a clear message to the market tonight: AIFA has cleared the historical obstacles that previously constrained the Company’s development. From this point forward, the Company will move ahead with a leaner and stronger foundation, fully advance its subsequent restructuring initiatives, pursue a transformative repositioning, and accelerate the execution of its established strategic transformation plan — to build an innovative operating company driven by two core engines: an ‘AI-powered fiber-optic infrastructure platform’ and an ‘AI application ecosystem.’ The Company expects to continue advancing toward the full realization of this strategic objective in the near future.”

About All In FutureTech Alliance Inc. (AIFA)

All In FutureTech Alliance Inc. (Nasdaq: AGAE), formerly known as Allied Gaming & Entertainment Inc, is growth-oriented company undergoing a strategic transformation from a global experiential entertainment business into an AI-focused digital infrastructure platform. The Company is pursuing opportunities in artificial intelligence infrastructure, silicon photonics-enabled compute, cross-border fiber-optical network transmission, digital infrastructure services, and technology-enabled growth initiatives. Through its proposed AIFA strategic platform, AIFA aims to build an integrated ecosystem combining AI compute capacity, fiber-optic network infrastructure, AI education and AI applications to support long-term value creation. For more information, please visit: https://ir.alliedgaming.gg/.

Forward-Looking Statements

This press release contains forward-looking statements within the meaning of U.S. federal securities laws, including statements regarding the proposed transaction, expected benefits, strategic transformation, and future growth opportunities. These statements are inherently uncertain and difficult to predict, are based on current expectations and are subject to risks and uncertainties that could cause actual results to differ materially.

Such risks include, but are not limited to, the Company’s ability to file its Quarterly Report on Form 10-Q for the quarter ended March 31, 2026 within the required timeframe, the outcome of the Nasdaq Hearings Panel process, and the Company’s ability to execute its strategic initiatives, as well as other risks described in the Company’s filings with the U.S. Securities and Exchange Commission.

The Company undertakes no obligation to update forward-looking statements except as required by law.

Contact:

Investor Relations: ir@alliedgaming.gg


FAQ

What Nasdaq compliance notice did All In FutureTech Alliance (AGAE) receive in May 2026?

AIFA received a Nasdaq notice on May 19, 2026 for not timely filing its 2025 Form 10-K and Q1 2026 Form 10-Q. According to the company, this noncompliance with Listing Rule 5250(c)(1) makes it subject to potential delisting from the Nasdaq Stock Market.

Has All In FutureTech Alliance (AGAE) filed its 2025 Form 10-K annual report?

Yes. According to the company, AIFA’s Annual Report on Form 10-K for the year ended December 31, 2025 has been completed, filed, and released on May 21, 2026. This filing addresses one of the deficiencies cited in the Nasdaq notice.

What is the status of AIFA’s Q1 2026 Form 10-Q filing for AGAE shareholders?

AIFA’s Form 10-Q for the quarter ended March 31, 2026 is still in preparation. According to the company, it is working diligently to complete this quarterly report and regain full compliance with Nasdaq’s timely filing listing rules.

Does the Nasdaq noncompliance notice immediately affect trading in AGAE stock?

No, there is no immediate effect. According to the company, the Nasdaq notice letter does not currently impact the listing or trading of AIFA’s common stock, though the company remains subject to potential delisting while it works to regain compliance.

How is All In FutureTech Alliance (AGAE) responding to the Nasdaq hearing process?

AIFA plans to keep communicating with the Nasdaq Hearings Panel. According to the company, it will formally include the completion of its 2025 Form 10-K and progress on the Q1 2026 Form 10-Q within the existing hearing process to support regaining compliance.

What strategic transformation is All In FutureTech Alliance (AGAE) pursuing after resolving litigation?

AIFA is shifting from experiential entertainment to an AI-focused digital infrastructure platform. According to the company, it aims to build an operating model driven by an AI-powered fiber-optic infrastructure platform and an AI application ecosystem supporting compute capacity, networks, education, and applications.

What businesses and technologies is AIFA (AGAE) targeting in its AI-focused strategy?

AIFA is pursuing artificial intelligence infrastructure, silicon photonics-enabled compute, cross-border fiber-optic network transmission, digital infrastructure services, and technology-enabled growth initiatives. According to the company, these segments will support an integrated ecosystem designed for long-term value creation for stakeholders.