Oak Woods Acquisition Corporation Announces Receipt of Nasdaq Staff Delisting Determination

Oak Woods Acquisition Corporation (Nasdaq: OAKU) received a Staff Delisting Determination from Nasdaq on Feb 5, 2026 after failing to evidence compliance with the minimum 300 public holders requirement and remaining non-compliant with the annual meeting rule.

Rhea-AI Summary

Oak Woods Acquisition Corporation (Nasdaq: OAKU) received a Staff Delisting Determination from Nasdaq on Feb 5, 2026 after failing to evidence compliance with the minimum 300 public holders requirement and remaining non-compliant with the annual meeting rule.

Nasdaq plans suspension of trading at the opening on Feb 17, 2026 unless the company timely requests a hearing by 4:00 p.m. ET on Feb 12, 2026. A hearing request would stay suspension and the Form 25-NSE filing pending the hearing; the company said it is evaluating options.

Positive

• Company intends to evaluate options including requesting a hearing
• A timely hearing request would stay suspension and delay Form 25-NSE filing

Negative

• Nasdaq determined to delist securities for failure to evidence 300 public holders
• Trading suspension scheduled to begin Feb 17, 2026 absent a hearing request
• Company also non-compliant with annual meeting requirement under Rule 5620(a)

Key Figures

Minimum public holders: 300 Extension deadline: February 4, 2026 Hearing request deadline: 4:00 p.m. ET on February 12, 2026 +5 more

Minimum public holders

300

Nasdaq Listing Rule 5550(a)(3) requirement for Nasdaq Capital Market

Extension deadline

February 4, 2026

Date by which OAKU had to regain compliance with 300 holders

Hearing request deadline

4:00 p.m. ET on February 12, 2026

Cutoff to request Nasdaq Hearings Panel review

Trading suspension date

February 17, 2026

Scheduled suspension if no timely hearing request

Listing Rule 5550(a)(3)

Rule 5550(a)(3)

Nasdaq rule requiring minimum 300 public holders

Listing Rule 5620(a)

Rule 5620(a)

Nasdaq rule requiring annual shareholder meeting within 12 months

Listing Rule 5810(c)(2)(A)

Rule 5810(c)(2)(A)

Limits Nasdaq review of plans once a delisting determination issued

Form 25‑NSE

Form 25‑NSE

SEC form to remove securities from Nasdaq listing and registration

Previous Acquisition Reports

3 past events · Latest: Dec 01

Same Type 3 events

1. Dec 01

   Nasdaq delinquency update

   24h Move

   +0.1%

   Update on Nasdaq notice for multiple delinquent Form 10‑Q filings.

2. Aug 28

   Nasdaq non‑compliance

   24h Move

   -0.1%

   Notification of non‑compliance due to delayed Q2 2025 Form 10‑Q.

3. May 30

   Filing delay notice

   24h Move

   -0.4%

   Deficiency notice for delayed Q1 2025 Form 10‑Q and extension window.

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

Key Terms

form 25-nse, nasdaq hearings panel, forward-looking statements

3 terms

form 25-nse regulatory

"Nasdaq will file a Form 25-NSE with the Securities and Exchange Commission..."

Form 25‑NSE is an official filing used to notify the stock exchange that a company’s securities are being removed from trading on that exchange, similar to handing in a key when a shop closes. Investors care because removal ends public trading on that venue, often cutting liquidity and making it harder to buy or sell shares, which can affect a stock’s price and how quickly investors can access cash or exit positions.

nasdaq hearings panel regulatory

"Unless the Company timely requests a hearing before a Nasdaq Hearings Panel by 4:00 p.m..."

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.

forward-looking statements financial

"This press release contains statements that constitute “forward-looking statements,” including..."

Forward-looking statements are predictions or plans that companies share about what they expect to happen in the future, like estimating sales or profits. They matter because they help investors understand a company's outlook, but since they are based on guesses and assumptions, they can sometimes be wrong.

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

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Nepean, Ontario, Feb. 11, 2026 (GLOBE NEWSWIRE) -- Oak Woods Acquisition Corporation (Nasdaq: OAKU, OAKUU, OAKUW, OAKUR) (the “Company”) today announced that on February 5, 2026, it received a Staff Delisting Determination letter (the “Letter”) from the Listing Qualifications Department of The Nasdaq Stock Market LLC (“Nasdaq”).

As previously disclosed, on August 8, 2025, Nasdaq notified the Company that it was not in compliance with Nasdaq Listing Rule 5550(a)(3), which requires companies listed on the Nasdaq Capital Market to maintain a minimum of 300 public holders. The Company was subsequently granted an extension until February 4, 2026 to regain compliance.

In the February 5, 2026 Letter, Nasdaq determined that the Company did not satisfy the terms of the extension because it failed to evidence compliance with the minimum 300 public holders requirement. As a result, Nasdaq has determined to delist the Company’s securities from The Nasdaq Stock Market.

Additionally, Nasdaq noted that the Company remains non-compliant with Nasdaq Listing Rule 5620(a), which requires listed companies to hold an annual meeting of shareholders within twelve months of the end of the Company’s fiscal year. Nasdaq stated that because the Company is now subject to a Staff Delisting Determination, Nasdaq is precluded under Listing Rule 5810(c)(2)(A) from reviewing any plan of compliance relating to the annual meeting deficiency. Accordingly, the annual meeting deficiency serves as an additional basis for delisting.

Unless the Company timely requests a hearing before a Nasdaq Hearings Panel by 4:00 p.m. Eastern Time on February 12, 2026, trading of the Company’s common shares, units, warrants, and rights will be suspended at the opening of business on February 17, 2026, and Nasdaq will file a Form 25-NSE with the Securities and Exchange Commission, which will remove the Company’s securities from listing and registration on Nasdaq.

The Company intends to evaluate its available options, including whether to request a hearing to appeal the Staff’s determination. A timely hearing request would stay the suspension of trading and the filing of the Form 25-NSE pending the outcome of the hearing process. There can be no assurance that any appeal would be successful.

FORWARD-LOOKING STATEMENTS

This press release contains statements that constitute “forward-looking statements,” including statements regarding the Company’s ability to request or prevail at a hearing as provided under Nasdaq’s rules, or otherwise submit a compliance plan, Nasdaq’s acceptance of such plan, and the Company’s ability to regain compliance with Nasdaq Listing Rules 5550(a)(3)and  5620(a). Forward-looking statements are subject to numerous risks and uncertainties, many of which are beyond the control of the Company, that could cause actual results to differ materially from those expressed or implied by such statements. The Company undertakes no obligation to update these forward-looking statements for revisions or changes after the date of this release, except as required by law.

Company Contact:

Lixin Zheng
Chief Executive Officer, Chief Financial Officer,
Chairman and Director
Oak Woods Acquisition Corporation
Email: pr@oakwoodsacquisition.com
Phone: (+1) 403-561-7750

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

Why did Nasdaq issue a delisting determination for Oak Woods Acquisition (OAKU)?

Nasdaq found the company did not evidence the required 300 public holders, and it remained non-compliant with the annual meeting rule. According to the company, Nasdaq cited both the public-holder deficiency and the Rule 5620(a) annual meeting deficiency as bases for delisting.

What is the deadline for Oak Woods (OAKU) to request a hearing to appeal Nasdaq's Feb 5, 2026 determination?

The company must request a hearing by 4:00 p.m. Eastern Time on Feb 12, 2026 to stay actions. According to the company, a timely hearing request would delay suspension of trading and the Form 25-NSE filing pending the hearing outcome.

When will trading of Oak Woods (OAKU) be suspended if no hearing is requested?

Trading will be suspended at the opening of business on Feb 17, 2026 if the company does not timely request a hearing. According to the company, Nasdaq will then file Form 25-NSE to remove the securities from Nasdaq registration.

Does requesting a hearing stop Nasdaq from filing Form 25-NSE for OAKU delisting?

Yes; a timely hearing request stays suspension and the Form 25-NSE filing pending the hearing outcome. According to the company, filing and suspension are delayed only while the hearing process is active and a stay is in effect.

What compliance rules did Oak Woods (OAKU) fail to meet according to Nasdaq?

Nasdaq cited failure to maintain a minimum of 300 public holders (Rule 5550(a)(3)) and failure to hold an annual meeting (Rule 5620(a)). According to the company, both deficiencies were noted and the annual meeting deficiency also served as an additional basis for delisting.