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INVO Fertility Receives Nasdaq Notification Regarding Late Filing of Quarterly Report on Form 10-Q

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INVO Fertility (Nasdaq: IVF) received a Nasdaq delinquency notice on May 27, 2026 for not timely filing its 2025 Form 10-K and Q1 2026 Form 10-Q with the SEC.

The 10-K was filed on June 2, 2026, and the company is working to complete the 10-Q. Nasdaq has set compliance plan and potential extension deadlines, while IVF shares continue trading.

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Positive

  • Filed delayed 2025 Form 10-K with the SEC on June 2, 2026
  • Completed $7.5 million financing in January 2026 to support operations
  • Acquired Family Beginnings fertility clinic in Indiana to expand operations
  • Potential Nasdaq extension of up to 180 days to regain filing compliance

Negative

  • Currently non-compliant with Nasdaq Listing Rule 5250(c)(1) due to late SEC filings
  • Must submit a Nasdaq compliance plan by June 22, 2026
  • Risk of Nasdaq Hearings Panel process if compliance plan is not accepted

News Market Reaction – IVF

+11.84%
20 alerts
+11.84% Session close to close
+35.0% Peak in 28 hr 25 min
$3.05M Market Cap
0.1x Rel. Volume

In the Jun 3 session, IVF gained 11.84%, reflecting a significant positive market reaction. Argus tracked a peak move of +35.0% during that session. Our momentum scanner triggered 20 alerts that day, indicating elevated trading interest and price volatility.

Data tracked by StockTitan Argus on the day of publication.

Market Context

The stock surged +11.8% in the session following this news. A strong positive reaction aligns with t...
Analysis

The stock surged +11.8% in the session following this news. A strong positive reaction aligns with the company’s emphasis on progressing core business objectives, including a $7.5 million financing and a clinic acquisition, even as it worked through delayed filings. Historically, however, IVF’s shares showed negative moves after both positive operational news and compliance updates, so any sharp upside around similar headlines could have faced scrutiny against that pattern and the broader downtrend versus the 200-day MA.

Key Figures

Financing completed: $7.5 million Compliance plan window: 60 calendar days Plan due date: June 22, 2026 +5 more
8 metrics
Financing completed $7.5 million Financing completed in January 2026 cited as strengthening balance sheet
Compliance plan window 60 calendar days Time from April 23, 2026 notice to submit Nasdaq compliance plan
Plan due date June 22, 2026 Latest date to submit compliance plan under Nasdaq rules
Maximum cure period 180 calendar days Potential extension from 10-K due date to regain compliance
Compliance deadline October 13, 2026 Latest date to regain compliance if plan accepted
Nasdaq rule Rule 5250(c)(1) Listing rule requiring timely filing of periodic SEC reports
Report type Form 10-K Annual Report for year ended December 31, 2025 noted as late
Report type Form 10-Q Quarterly Report for March 31, 2026 noted as late

Historical Context

5 past events · Latest: Apr 29 (Negative)
Pattern 5 events
Date Event Sentiment 24h Move Catalyst
Apr 29 Nasdaq delinquency notice Negative -2.1% Nasdaq notice for late Form 10-K filing and compliance timeline.
Mar 25 Reverse stock split Negative -6.2% Announcement of 1-for-5 reverse stock split and share adjustments.
Mar 05 Clinic technology upgrade Positive -2.1% Adoption of time-lapse embryo incubation tech at Wisconsin clinic.
Mar 03 Network expansion Positive -7.0% Wisconsin clinic joining Progyny network to expand payor access.
Feb 19 Clinic acquisition Positive -4.2% Closing of Family Beginnings acquisition to add a Midwest clinic.

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

Pattern Detected

Recent company updates, even operationally positive ones, have often been followed by negative price moves, while compliance and capital-structure headlines have also aligned with downside reactions.

Recent Company History

Over the last few months, IVF has reported several material developments: Nasdaq delinquency notices on its Form 10-K, a 1-for-5 reverse split, technology upgrades at its Wisconsin clinic, the clinic’s entry into the Progyny network, and the acquisition of Family Beginnings for $760,000. Despite some growth-oriented announcements, each event was followed by a negative 24-hour move, framing today’s additional Nasdaq delinquency notice within an already pressured trading backdrop.

Key Terms

nasdaq listing rule 5250(c)(1), form 10-k, form 10-q, variable interest entities, +2 more
6 terms
nasdaq listing rule 5250(c)(1) regulatory
"not in compliance with Nasdaq Listing Rule 5250(c)(1), which requires listed companies"
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.
form 10-k regulatory
"Annual Report on Form 10-K for the fiscal year ended December 31, 2025"
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.
form 10-q regulatory
"Quarterly Report on Form 10-Q for the quarter ended March 31, 2026"
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.
variable interest entities financial
"complex accounting matters, including its tax provision, variable interest entities, and derivative accounting"
A variable interest entity (VIE) is a business that a company controls through contracts or special arrangements instead of owning a majority of its shares, like steering a puppet without holding its ticket. Investors care because these arrangements can hide who really bears the financial risks and rewards, affect how assets and liabilities appear on financial statements, and create extra legal or enforcement uncertainty that can change the value and risk of an investment.
derivative accounting financial
"complex accounting matters, including its tax provision, variable interest entities, and derivative accounting"
Accounting rules for financial contracts whose value depends on something else—like options, futures or swaps—determine how changes in those contracts are recorded on a company’s financial statements. Those rules decide whether gains and losses flow through reported profit or are parked elsewhere on the balance sheet, which affects perceived earnings volatility and reported risk exposure. Think of it as how a company chooses to show the changing price of a complex insurance or bet on its books, which matters to investors assessing stability and real performance.
nasdaq hearings panel regulatory
"If Nasdaq does not accept the plan, the Company may appeal to a Nasdaq Hearings Panel"
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.

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

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SARASOTA, Fla., June 02, 2026 (GLOBE NEWSWIRE) -- INVO Fertility, Inc. (Nasdaq: IVF) (“INVO” or the “Company”), a healthcare services fertility company, today announced that on May 27, 2026, it received a delinquency notice (the "Notice") from the Listing Qualifications Staff of The Nasdaq Stock Market LLC ("Nasdaq") stating that the Company is not in compliance with Nasdaq Listing Rule 5250(c)(1), which requires listed companies to timely file all required periodic financial reports with the Securities and Exchange Commission (the "SEC"). The Notice relates to the Company's Annual Report on Form 10-K for the fiscal year ended December 31, 2025 (the "10-K"), and its Quarterly Report on Form 10-Q for the quarter ended March 31, 2026 (the "10-Q").

The Notice has no immediate effect on the listing of the Company's common stock on Nasdaq, and the Company's common stock will continue to trade on Nasdaq under the symbol “IVF” at this time.

The Company filed the 10-K with the SEC on June 2, 2026, and is working diligently to complete and file the 10-Q as soon as possible. The previous delay in filing the 10-K was due to additional time required to review certain complex accounting matters, including its tax provision, variable interest entities, and derivative accounting.

The Company expects the pending first quarter 10-Q to reflect further progress on its core business objectives, which included the completion of a $7.5 million financing in January 2026 and the acquisition of Family Beginnings, an Indiana-based fertility clinic, which together strengthened the Company's operations, balance sheet and overall growth strategy.

Pursuant to Nasdaq Listing Rule 5810(c)(2)(F), the Company has 60 calendar days from Nasdaq's April 23, 2026 notice regarding the 10-K delinquency to submit a compliance plan, which is no later than June 22, 2026. If Nasdaq accepts the plan, the Company may be granted up to 180 calendar days from the 10-K’s due date, or until October 13, 2026, to regain compliance. If Nasdaq does not accept the plan, the Company may appeal to a Nasdaq Hearings Panel.

This press release is being issued pursuant to Nasdaq Listing Rule 5810(b), which requires prompt public disclosure of receipt of a deficiency notice.

About INVO Fertility

We are a healthcare services fertility company dedicated to expanding access to assisted reproductive technology (“ART”) care to patients in need. Our principal commercial strategy is focused on building, acquiring, and operating fertility clinics, including “INVO Centers” dedicated primarily to offering the intravaginal culture (“IVC”) procedure enabled by our INVOcell® medical device (“INVOcell”) and US-based, profitable in vitro fertilization (“IVF”) clinics. We have four operational fertility clinics in the United States. We also continue to engage in the sale and distribution of INVOcell to third-party owned and operated fertility clinics. INVOcell is a proprietary and revolutionary medical device, and the first to allow fertilization and early embryo development to take place in vivo within the woman's body. The IVC procedure provides patients with a more connected, intimate, and affordable experience in comparison to other ART treatments. We believe the IVC procedure can deliver comparable results at a fraction of the cost of traditional IVF and is a significantly more effective treatment than intrauterine insemination. For more information, please visit invofertility.com.

Safe Harbor Statement

This release includes forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. The Company invokes the protections of the Private Securities Litigation Reform Act of 1995. All statements regarding our expected future financial position, results of operations, cash flows, financing plans, business strategies, products and services, competitive positions, growth opportunities, plans and objectives of management for future operations, as well as statements that include words such as “anticipate,” “if,” “believe,” “plan,” “estimate,” “expect,” “intend,” “may,” “could,” “should,” “will,” and other similar expressions are forward-looking statements. All forward-looking statements involve risks, uncertainties, and contingencies, many of which are beyond our control, which may cause actual results, performance, or achievements to differ materially from anticipated results, performance, or achievements. Factors that may cause actual results to differ materially from those in the forward-looking statements include those set forth in our filings at www.sec.gov. We are under no obligation to (and expressly disclaim any such obligation to) update or alter our forward-looking statements, whether as a result of new information, future events, or otherwise.

For more information, please contact:

INVO Fertility, Inc.
Steve Shum, CEO
978-878-9505
sshum@invofertility.com

Investor Contact
Lytham Partners, LLC
Robert Blum
602-889-9700
INVO@lythampartners.com


FAQ

Why did INVO Fertility (Nasdaq: IVF) receive a Nasdaq delinquency notice in May 2026?

INVO Fertility received a Nasdaq delinquency notice for not timely filing its 2025 Form 10-K and Q1 2026 Form 10-Q. According to INVO Fertility, this non-compliance relates to Nasdaq Listing Rule 5250(c)(1), which requires prompt filing of required SEC periodic reports.

Does the Nasdaq delinquency notice affect INVO Fertility (IVF) stock listing status?

The notice currently has no immediate effect on INVO Fertility’s Nasdaq listing, and IVF shares continue trading. According to INVO Fertility, the company remains listed while it works to complete the Q1 2026 Form 10-Q and address Nasdaq’s compliance requirements.

What deadlines has Nasdaq set for INVO Fertility (IVF) to regain filing compliance?

INVO Fertility must submit a compliance plan to Nasdaq by June 22, 2026. According to INVO Fertility, if the plan is accepted, Nasdaq may allow up to 180 days from the 10-K due date, or until October 13, 2026, to regain compliance.

Has INVO Fertility (IVF) filed its delayed 2025 Form 10-K with the SEC?

Yes, INVO Fertility filed its 2025 Form 10-K with the SEC on June 2, 2026. According to INVO Fertility, the delay reflected additional review of complex accounting matters, including tax provision, variable interest entities, and derivative accounting issues.

What recent financing did INVO Fertility (IVF) complete in January 2026?

INVO Fertility completed a $7.5 million financing in January 2026. According to INVO Fertility, this capital, together with the Family Beginnings acquisition, is expected to strengthen the company’s operations, balance sheet, and overall growth strategy within its fertility services business.

How does the Family Beginnings acquisition impact INVO Fertility (IVF)?

INVO Fertility acquired Family Beginnings, an Indiana-based fertility clinic, as part of its core strategy. According to INVO Fertility, the acquisition, alongside the $7.5 million financing, is intended to enhance operations, support the balance sheet, and advance long-term growth objectives.

What options does INVO Fertility (IVF) have if Nasdaq rejects its compliance plan?

If Nasdaq does not accept INVO Fertility’s compliance plan, the company may appeal. According to INVO Fertility, it could request a review by a Nasdaq Hearings Panel, which would further evaluate the company’s plan and progress toward regaining filing compliance.