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NETCLASS TECHNOLOGY INC Announces Receipt of Nasdaq Notification Regarding Minimum Bid Price Deficiency

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NETCLASS TECHNOLOGY (Nasdaq: NTCL) received a Nasdaq notice on Jan 27, 2026 that its 30-day closing bid price has fallen below the $1 minimum required under Nasdaq Rule 5550(a)(2).

Shares will continue trading under symbol NTCL. Nasdaq granted a 180-calendar-day compliance period until July 27, 2026. The company is evaluating options, including a possible reverse stock split, but stated there is no assurance it will regain compliance.

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Positive

  • Shares continue trading uninterrupted under symbol NTCL
  • Nasdaq granted a 180-day compliance period until July 27, 2026
  • Possible second compliance period available if other standards met

Negative

  • Company is not compliant with Nasdaq $1 minimum bid price
  • Risk of Nasdaq delisting if deficiency is not cured
  • No assurance company can regain compliance within the cure period

News Market Reaction

+5.98%
5 alerts
+5.98% News Effect
+12.3% Peak in 22 hr 4 min
+$583K Valuation Impact
$10M Market Cap
0.1x Rel. Volume

On the day this news was published, NTCL gained 5.98%, reflecting a notable positive market reaction. Argus tracked a peak move of +12.3% during that session. Our momentum scanner triggered 5 alerts that day, indicating moderate trading interest and price volatility. This price movement added approximately $583K to the company's valuation, bringing the market cap to $10M at that time.

Data tracked by StockTitan Argus on the day of publication.

Key Figures

Minimum bid price: $1.00 per share Deficiency evaluation period: 30 consecutive business days Initial compliance period: 180 calendar days +1 more
4 metrics
Minimum bid price $1.00 per share Nasdaq Listing Rule 5550(a)(2) requirement
Deficiency evaluation period 30 consecutive business days Period over which closing bid was below $1
Initial compliance period 180 calendar days Time granted by Nasdaq to regain minimum bid compliance
Compliance deadline July 27, 2026 End of initial Nasdaq bid price compliance period

Market Reality Check

Price: $0.4000 Vol: Volume 261,287 with relat...
low vol
$0.4000 Last Close
Volume Volume 261,287 with relative volume at 0.05 ahead of the deficiency notice. low
Technical Shares at $0.4202, trading below the $3.57 200-day moving average.

Peers on Argus

NTCL’s weakness appears stock-specific; momentum data only flags peer BMR moving...
1 Down

NTCL’s weakness appears stock-specific; momentum data only flags peer BMR moving down, while sector peers show mixed, uncorrelated moves.

Historical Context

5 past events · Latest: Nov 14 (Negative)
Pattern 5 events
Date Event Sentiment Move Catalyst
Nov 14 Private placement PIPE Negative -5.9% Closed $2.4M PIPE financing via 1.5M new Class A shares.
Oct 22 AI partnership MOU Positive +5.2% Strategic MOU with RunSun Cloud to expand AI computing in SE Asia.
Oct 16 Earnings restatement Negative -5.5% Updated H1 FY2025 results showing revenue decline and sharply higher losses.
Sep 30 Earnings results Negative -7.6% Reported H1 FY2025 with lower margins, higher expenses and wider net loss.
Sep 15 Private placement PIPE Negative +3.2% Announced $2.4M PIPE financing to fund AI and blockchain initiatives.
Pattern Detected

News with negative or dilutive implications has often been followed by share price declines, while strategic AI-related updates have sometimes seen positive reactions.

Recent Company History

Over the last few months, NTCL has combined strategic AI and blockchain initiatives with dilutive financings and weakening financial results. Two $2.4M PIPE financings and widened H1 FY2025 losses coincided with several -5% to -8% post‑news moves. Positive AI partnership news on Oct 22, 2025 saw a modest gain. Today’s Nasdaq bid‑price deficiency notice fits into ongoing listing‑standard and capital‑structure challenges already highlighted in recent filings.

Market Pulse Summary

The stock moved +6.0% in the session following this news. A strong positive reaction aligns with rel...
Analysis

The stock moved +6.0% in the session following this news. A strong positive reaction aligns with relief that Nasdaq has granted NTCL a 180‑day window, until July 27, 2026, to cure its minimum $1.00 bid deficiency. Historically, financing and weak earnings news often preceded declines, while strategic AI updates sometimes supported gains. Any sharp upside move after this notice would still face risks from prior dilution, governance changes, and the possibility of a future reverse split.

Key Terms

nasdaq listing rules 5550(a)(2), minimum bid price, nasdaq capital market, reverse stock split
4 terms
nasdaq listing rules 5550(a)(2) regulatory
"no longer meets the continued listing requirement of Nasdaq under Nasdaq Listing Rules 5550(a)(2)"
Nasdaq Listing Rule 5550(a)(2) is a Nasdaq Capital Market standard that sets a minimum share-price requirement companies must meet to list their common stock on that market. Think of it as a minimum entrance score for a club: if a stock trades below the required price, the company can face warnings or removal, which matters to investors because it affects liquidity, tradability and perceptions of company stability.
minimum bid price financial
"to maintain a minimum bid price of $1 per share"
The minimum bid price is the lowest share price that a market, regulator, or specific offering will accept for a trade, listing, or auction—think of it as a reserve or floor that a stock must meet to qualify for certain actions. It matters to investors because falling below that floor can limit trading options, trigger compliance measures or delisting risks, and affect liquidity and the perceived value of a holding, much like a reserve price in an auction sets the baseline for a sale.
nasdaq capital market regulatory
"initial listing standards for the Nasdaq Capital Market, with the exception of the bid price requirement"
The Nasdaq Capital Market is a platform where smaller, emerging companies can list their shares for trading by investors. It provides these companies with access to funding and visibility, helping them grow, much like a local marketplace where new vendors can introduce their products to potential customers. For investors, it offers opportunities to discover early-stage companies with growth potential.
reverse stock split financial
"by effecting a reverse stock split, if necessary"
A reverse stock split is when a company reduces the number of its shares outstanding, making each share more valuable. For example, if you own 100 shares worth $1 each, a 1-for-10 reverse split would turn your 100 shares into 10 shares worth $10 each. Companies often do this to boost their stock price and appear more stable to investors.

AI-generated analysis. Not financial advice.

SINGAPORE and HONG KONG, Jan. 29, 2026 (GLOBE NEWSWIRE) -- NETCLASS TECHNOLOGY INC (Nasdaq: NTCL; the “Company” or “NetClass”), a leading B2B smart education IT solutions provider with offices in Shanghai, Hong Kong, Singapore and Tokyo, today announced that, on January 27, 2026, the Company received a letter from the Listing Qualifications Department of the Nasdaq Stock Market LLC (“Nasdaq”) notifying the Company that based on the closing bid price of the Class A ordinary shares of the Company for the last 30 consecutive business days, the Company no longer meets the continued listing requirement of Nasdaq under Nasdaq Listing Rules 5550(a)(2), to maintain a minimum bid price of $1 per share.

The notification has no immediate effect on the listing or trading of the Company’s Class A ordinary shares on Nasdaq, and the shares will continue to trade uninterrupted under the symbol “NTCL”. Nasdaq has provided the Company with a 180 calendar-days compliance period, or until July 27, 2026, in which to regain compliance with Nasdaq continued listing requirement. In the event that the Company does not regain compliance in the compliance period, the Company may be eligible for additional time, should the Company meet the continued listing requirement for market value of publicly held shares and all other initial listing standards for the Nasdaq Capital Market, with the exception of the bid price requirement, and is able to provide written notice of its intention to cure the deficiency during the second compliance period, by effecting a reverse stock split, if necessary. However, if it appears that the Company will not be able to cure the deficiency, or if the Company is otherwise not eligible, Nasdaq will provide notice that the Company’s securities will be subject to delisting.

The Company is currently evaluating options to regain compliance and intends to timely regain compliance with Nasdaq’s continued listing requirement. Although the Company will use all reasonable efforts to achieve compliance with Rule 5550(a)(2), there can be no assurance that the Company will be able to regain compliance with that rule or will otherwise be in compliance with other Nasdaq continued listing requirements.

About NETCLASS TECHNOLOGY INC
NETCLASS TECHNOLOGY INC is a leading B2B smart education specialist with offices in Shanghai, Hong Kong, Singapore, and Tokyo, providing innovative IT solutions to schools, training institutions, corporations, public agencies, and other organizations. Our services include SaaS subscription services and application software development, with solutions spanning teaching and campus management, online teaching, examinations, epidemic prevention, data storage, EDC (Education Credit) blockchain systems, and lecturer evaluation services. Our mission is to deliver reliable, high-quality products that drive sustainable growth for our customers. For more information, please visit the Company’s website: https://ir.netclasstech.com

Forward-Looking Statements
All statements other than statements of historical fact in this announcement are forward-looking statements. These forward-looking statements involve known and unknown risks and uncertainties and are based on the Company’s current expectations and projections about future events that the Company believes may affect its financial condition, results of operations, business strategy and financial needs. Investors can identify these forward-looking statements by words or phrases such as “approximates,” “believes,” “hopes,” “expects,” “anticipates,” “estimates,” “projects,” “intends,” “plans,” “will,” “would,” “should,” “could,” “may” or other similar expressions. The Company undertakes no obligation to update or revise publicly any forward-looking statements to reflect subsequent occurring events or circumstances, or changes in its expectations, except as may be required by law. Although the Company believes that the expectations expressed in these forward-looking statements are reasonable, it cannot assure you that such expectations will turn out to be correct, and the Company cautions investors that actual results may differ materially from the anticipated results and encourages investors to review other factors that may affect its future results in the Company’s registration statement and other filings with the U.S. Securities and Exchange Commission.

For investor and media inquiries, please contact:
NETCLASS TECHNOLOGY INC
Investor Relations
Email: ir@netclasstech.com

Jackson Lin
Lambert by LLYC
Phone: +1 (646) 717-4593
Email: jian.lin@llyc.global


FAQ

What did NTCL disclose about the Nasdaq minimum bid price deficiency?

The company said it received a Nasdaq notice that NTCL's 30-day closing bid fell below $1. According to the company, Nasdaq provided a 180-day compliance period until July 27, 2026, for the company to regain the minimum bid-price requirement.

Will NTCL shares stop trading after the Nasdaq notice?

No, NTCL shares will continue trading uninterrupted under the symbol NTCL. According to the company, the notice has no immediate effect on listing or trading while the company works to regain compliance.

How long does NTCL have to regain Nasdaq compliance for the $1 bid-price rule?

NTCL has a 180-calendar-day compliance period ending July 27, 2026. According to the company, Nasdaq may allow a second compliance period if other listing standards are met and the company notifies Nasdaq of intent to cure.

Could NTCL use a reverse stock split to cure the Nasdaq deficiency?

Yes, a reverse stock split is a possible cure if needed to meet the $1 bid-price requirement. According to the company, it may effect a reverse split during a secondary compliance period if eligible.

What are the risks for NTCL investors from the Nasdaq deficiency notice?

Primary risks include potential delisting if the company cannot regain compliance within the cure periods. According to the company, there is no assurance it will successfully cure the deficiency, creating listing uncertainty.
Netclass Technology Inc.

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54.41%
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0.99%
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