Jena Acquisition Corporation II Announces Non-Compliance with Section 802.01B of the NYSE Listed Company Manual which Requires the Company to Maintain a Minimum of 300 Public Stockholders
Jena Acquisition Corporation II Announces Non-Compliance with Section 802.01B of the NYSE Listed Company Manual which Requires the Company to Maintain a Minimum of 300 Public Stockholders
Jena Acquisition Corporation II (NYSE:JENA) disclosed it received an NYSE notice on April 1, 2026 for non-compliance with Section 802.01B, which requires a minimum of 300 public stockholders. The company plans to submit a business plan and pursue a de-SPAC transaction to return to compliance within an 18-month cure period. The notice does not have an immediate impact on trading; securities will remain listed and traded during the cure period if the NYSE approves the plan.
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Positive
Company has an 18-month cure period to regain compliance
Plans to submit a business plan to NYSE promptly
Intends to complete a de-SPAC transaction to restore shareholder count
Securities will remain listed and traded if NYSE approves plan
Negative
Non-compliance with NYSE Section 802.01B (minimum 300 public stockholders)
Risk of delisting if plan is not approved or compliance not restored within 18 months
Restoration depends on successful de-SPAC transaction execution
News Market Reaction – JENA
-0.10%
-0.10%Session close to close
In the Apr 6 session, JENA declined 0.10%, reflecting a mild negative market reaction.
This announcement highlights that the company fell out of compliance with NYSE rules requiring at le...
Analysis
This announcement highlights that the company fell out of compliance with NYSE rules requiring at least 300 public stockholders, but it retained an 18-month window to cure by completing a de-SPAC transaction. Investors may focus on the execution timeline, the requirement to close a qualifying business combination, and the delisting risk if compliance is not restored. Recent SEC filings detailing trust account balances and the outside business combination deadline provide important background.
Key Figures
Minimum public holders:300 public stockholdersCure period:18 months
2 metrics
Minimum public holders300 public stockholdersNYSE Section 802.01B listing requirement
Cure period18 monthsTime to regain NYSE compliance after April 1, 2026 notice
Key Terms
nyse listed company manual, nyse regulation, public stockholders, de-spac transaction
4 terms
nyse listed company manualregulatory
"Section 802.01B of the NYSE Listed Company Manual (the “Listing Rule”)"
A NYSE Listed Company Manual is the rulebook that sets the standards and obligations companies must meet to trade on the New York Stock Exchange, covering eligibility, ongoing disclosure, corporate governance and trading procedures. For investors it matters because the manual enforces transparency and minimum safeguards—like a building code for markets—so shareholders can trust that listed companies provide timely information and meet basic financial and governance standards.
nyse regulationregulatory
"received a written notice from the staff of NYSE Regulation of the New York Stock Exchange"
NYSE Regulation is the enforcement and oversight arm of the New York Stock Exchange that writes and applies the rules for listed companies and trading on the exchange. Think of it as a referee and rulebook combined: it monitors trading for wrongdoing, checks that companies meet listing and reporting requirements, and can fine or remove firms that break rules. Investors care because these actions help keep markets fair, reliable, and reduce the risk that a company’s shares become untradeable or lose credibility.
public stockholdersregulatory
"requires the Company to maintain a minimum of 300 public stockholders on a continuous basis"
Public stockholders are individuals or institutions that own shares in a company whose stock is traded on public markets. They have a financial stake in the company's profits and losses, can often vote on key corporate matters, and are directly affected by changes in the share price — think of them as co-owners of a business who can buy or sell their ownership like trading slices of a pie, which matters for liquidity, influence and potential returns.
de-spac transactionfinancial
"which will involve completing a de-SPAC transaction"
A de-SPAC transaction is the process by which a privately held company becomes a public company by combining with a special purpose acquisition company (SPAC), allowing the private business to start trading on a stock exchange without a traditional initial public offering. It matters to investors because it suddenly opens a new investment opportunity but also brings rapid changes in ownership, fresh financial disclosures and potential price volatility and dilution—think of a local shop joining a national franchise and immediately being sold to the public.
LAS VEGAS, NEVADA., April 03, 2026 (GLOBE NEWSWIRE) -- Jena Acquisition Corporation II (the “Company”) announced today that on April 1, 2026, the Company received a written notice from the staff of NYSE Regulation of the New York Stock Exchange (“NYSE”) indicating that the Company is not in compliance with Section 802.01B of the NYSE Listed Company Manual (the “Listing Rule”) which requires the Company to maintain a minimum of 300 public stockholders on a continuous basis.
As permitted under the Listing Rule, the Company plans to promptly submit a business plan that demonstrates how the Company expects to return to compliance with the Listing Rule within 18 months of receipt of the Notice, which will involve completing a de-SPAC transaction.
The Notice has no immediate impact on the Company’s securities, and provided the NYSE approves the plan, the Company’s securities will continue to be listed and traded on the NYSE during the 18-month cure period under their existing ticker symbols.
About Jena Acquisition Corporation II
The Company is a blank check company incorporated as a Cayman Islands exempted company and formed for the purpose of effecting a merger, amalgamation, share exchange, asset acquisition, share purchase, reorganization or similar business combination with one or more businesses. While the Company may pursue a business combination in any business or industry, it intends to capitalize on the ability of its management team and initially focus its search on identifying a prospective target business that can benefit from its co-founder and Chairman William P. Foley, II’s and its co-founder and Chief Executive Officer Richard N. Massey’s historical areas of business expertise. W. Dabbs Cavin, Dexter Fowler and Tim Hsia will be serving as board members.
Forward-Looking Statements
This press release includes “forward-looking statements” within the meaning of the safe harbor provisions of the United States Private Securities Litigation Reform Act of 1995. Certain of these forward-looking statements can be identified by the use of words such as “believes,” “expects,” “intends,” “plans,” “estimates,” “assumes,” “may,” “should,” “will,” “seeks,” or other similar expressions. These statements are based on current expectations on the date of this press release and involve a number of risks and uncertainties that may cause actual results to differ significantly, including the Company’s ability to submit a plan to regain compliance satisfactory to NYSE Regulation; the Company’s ability to evidence that it has at least 300 public shareholders; and other risks and uncertainties set forth in the Company’s reports filed with the Securities and Exchange Commission (the “SEC”). Copies of these reports can be accessed through the SEC's website at www.sec.gov. The Company does not assume any obligation to update or revise any such forward-looking statements, whether as the result of new developments or otherwise. Readers are cautioned not to put undue reliance on forward-looking statements.
Why did JENA receive an NYSE notice on April 1, 2026?
Because JENA fell below the 300 public stockholders threshold required by NYSE Rule 802.01B. According to the company, the notice identifies non-compliance and allows the company to submit a plan to return to compliance within an 18-month cure period.
What does the 18-month cure period mean for JENA shareholders?
The 18-month cure period gives JENA time to regain the required shareholder count or complete a transaction. According to the company, its plan will include a de-SPAC transaction and, if approved by NYSE, trading will continue during this period.
Will JENA shares stop trading after the NYSE notice?
No, trading will continue if the NYSE approves the company’s cure plan during the 18-month period. According to the company, the Notice has no immediate impact on the company’s securities and listing will remain during the cure period if approved.
How does JENA plan to return to NYSE compliance (NYSE:JENA)?
JENA plans to submit a business plan and pursue a de-SPAC transaction to restore public shareholder numbers. According to the company, the submission will be prompt and aims to return the company to compliance within 18 months.
What are the risks if JENA fails to regain compliance within 18 months?
Failure to regain compliance could lead to NYSE delisting procedures and loss of the listing. According to the company, successful completion of the proposed de-SPAC transaction is central to avoiding such outcomes within the 18-month cure window.