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Phoenix Motor Inc. Announces Receipt of Nasdaq Listing Delinquency Letter

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Phoenix Motor Inc. (NASDAQ:PEV) has received a notice from Nasdaq indicating non-compliance with listing requirements due to failure to file its 2024 Annual Report (Form 10-K). This adds to existing delisting concerns, as the company previously received a determination letter on April 8, 2025, for non-compliance with minimum bid price requirement ($1.00 per share) and failure to hold an annual shareholder meeting. Trading of PEV stock was suspended on Nasdaq from April 15, 2025, and is now trading on the OTC Pink Market as "PEVM". The company has requested a hearing before the Nasdaq Hearings Panel to appeal the delisting determination, though there's no guarantee of successful reinstatement.

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Positive

  • None.

Negative

  • Trading of PEV stock has been suspended from Nasdaq and moved to OTC Pink Market
  • Company failed to file its 2024 Annual Report (Form 10-K)
  • Non-compliance with $1.00 minimum bid price requirement
  • Failed to hold required annual shareholder meeting
  • Risk of permanent delisting from Nasdaq

Insights

Phoenix Motor faces Nasdaq delisting for three violations - suspended trading now on OTC Pink with uncertain reinstatement prospects.

Phoenix Motor Inc. has encountered significant regulatory compliance issues with Nasdaq, culminating in the suspension of its stock trading on April 15, 2025. The company has received notices for three distinct violations of Nasdaq's listing requirements: failing to maintain the minimum bid price of $1.00 per share, not holding an annual shareholder meeting within the required timeframe, and now failing to file its 2024 Annual Report (Form 10-K).

The current status is particularly concerning for shareholders as the company's stock has been downgraded from Nasdaq to the OTC Pink Market (trading under symbol "PEVM"). This transition typically carries several material consequences:

  • Reduced liquidity and potentially wider bid-ask spreads
  • Decreased visibility to institutional investors
  • More restrictive margin requirements at many brokerages
  • Potential exclusion from certain market indices
  • Generally more challenging conditions for raising capital

While Phoenix Motor has requested a hearing to appeal the delisting determination, the company provides no concrete timeline for filing the missing Form 10-K, only stating they are "working diligently" on it. The press release explicitly acknowledges "there can be no assurance" that either the 10-K will be filed before the hearing or that the Panel will grant reinstatement to Nasdaq.

The absence of the Form 10-K leaves investors without access to audited financial statements that would normally provide critical transparency into the company's financial condition and performance. The combination of multiple listing violations creates a significant administrative burden for management to overcome in order to return to full compliance.

ANAHEIM, CA / ACCESS Newswire / May 2, 2025 / Phoenix Motor Inc. (NASDAQ:PEV) (the "Company") today announced that it received a notice (the "Notice") from the Nasdaq Listing Qualifications Department (the "Staff") of The Nasdaq Stock Market LLC ("Nasdaq") indicating that the Company is no longer in compliance with Listing Rule 5250(c)(1) due to its failure to file its Annual Report on Form 10-K for the year ended December 31, 2024 (the "Form 10-K"). This matter serves as an additional basis for delisting the Company's securities from Nasdaq.

As previously disclosed, on April 8, 2025, the Company received a determination letter from the Staff (the "Staff Determination") stating that the Staff had determined to delist the Company's securities due to the Company's continued non-compliance with Nasdaq Listing Rule 5550(a)(2), which requires a minimum bid price of $1.00 per share, and Listing Rule 5620(a), which requires listed companies to hold an annual meeting of shareholders within one year of the end of the fiscal year. Trading of the Company's common stock on Nasdaq was suspended at the opening of business on April 15, 2025. The Company's common stock is currently quoted on the OTC Pink Market under the symbol "PEVM".

The Company has requested and been granted a hearing before the Nasdaq Hearings Panel (the "Panel") to appeal the Staff Determination. The Notice also states that, pursuant to Listing Rule 5810(d), the Company should present its views with respect to the failure to file the Form 10-K at its Panel hearing. The Company is currently in the process of reviewing and completing the necessary procedures related to the Form 10-K and the associated financial statements. Although the Company is working diligently to file the Form 10-K as soon as possible, there can be no assurance that the Form 10-K will be filed prior to the Panel hearing, or that the Panel will grant the Company's request to reinstate its listing on Nasdaq. If the Company's appeal is denied, or if the Company fails to timely regain compliance with Nasdaq's continued listing standards, its common stock will remain delisted from Nasdaq.

This announcement is made in compliance with Listing Rule 5810(b), which requires prompt disclosure of receipt of the Notice.

About Phoenix Motor Inc.

Phoenix Motor, a pioneer in the electric vehicle ("EV") industry, designs, builds, and integrates electric drive systems and manufactures heavy duty transit buses and medium and light duty commercial EVs. Phoenix operates two primary brands, "Phoenix", which is focused on commercial products including heavy and medium duty EVs (transit buses, shuttle buses, school buses and delivery trucks, among others) and "EdisonFuture", which intends to offer light-duty EVs. Phoenix endeavors to be a leading designer, developer and manufacturer of electric vehicles and electric vehicle technologies. To learn more, please visit: www.phoenixmotorcars.com.

Forward-Looking Statements

Certain information contained in this press release consists of forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 that involve risks, uncertainties and assumptions that are difficult to predict. Words such as "will," "would," "may," "intends," "potential," and similar expressions, or the use of future tense, identify forward-looking statements, but their absence does not mean that a statement is not forward-looking. Such forward-looking statements are not guarantees of performance and actual actions or events could differ materially from those contained in such statements. For example, there can be no assurance that Nasdaq will accept the Company's plan to regain compliance, that the Company will regain compliance with the Nasdaq listing rules during any compliance period or in the future, or otherwise meet Nasdaq continued listing standards, or that Nasdaq will grant the Company any relief from delisting as necessary or that the Company can ultimately meet applicable Nasdaq requirements for any such relief. For additional information about factors that could cause actual results to differ materially from those described in the forward-looking statements, please refer to the Company's filings with the SEC. The forward-looking statements contained in this press release speak only as of the date of this press release and the Company undertakes no obligation to publicly update any forward-looking statements to reflect changes in information, events or circumstances after the date of this press release, unless required by law.

Contact:

marketing@phoenixev.ai
Dave Gentry, CEO
RedChip Companies, Inc.
1-407-644-4256
PEV@redchip.com

SOURCE: Phoenix Motor Inc.



View the original press release on ACCESS Newswire

FAQ

Why was Phoenix Motor (PEV) stock suspended from Nasdaq trading in April 2025?

Phoenix Motor stock was suspended from Nasdaq on April 15, 2025, due to multiple compliance issues: failing to maintain a $1.00 minimum bid price, not holding an annual shareholder meeting, and failing to file its 2024 Annual Report.

What happens to PEV stock after being suspended from Nasdaq?

After Nasdaq suspension, Phoenix Motor stock now trades on the OTC Pink Market under the symbol 'PEVM' while the company appeals the delisting determination.

Can Phoenix Motor (PEV) regain its Nasdaq listing?

Phoenix Motor has requested a hearing with the Nasdaq Hearings Panel to appeal the delisting, but there's no guarantee the appeal will be successful or that compliance will be regained.

What compliance issues does Phoenix Motor (PEV) need to resolve for Nasdaq?

PEV needs to file its 2024 Annual Report, maintain a minimum bid price of $1.00 per share, and hold an annual shareholder meeting to regain compliance with Nasdaq listing requirements.

Where can investors trade Phoenix Motor stock after Nasdaq suspension?

Following the Nasdaq suspension, investors can trade Phoenix Motor stock on the OTC Pink Market under the symbol 'PEVM'.
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