Arrive AI faces Nasdaq market-value deficiencies

Arrive AI Inc. disclosed that Nasdaq notified the company it is out of compliance with two listing standards tied to market value.

Filing Impact

(High)

Filing Sentiment

(Neutral)

Form Type

8-K

Rhea-AI Filing Summary

Arrive AI Inc. disclosed that Nasdaq notified the company it is out of compliance with two listing standards tied to market value. The company’s Market Value of Publicly Held Shares has stayed below the required $15,000,000 for 30 consecutive business days, triggering a deficiency notice.

Separately, Nasdaq determined that Arrive AI no longer meets the $50,000,000 minimum Market Value of Listed Securities standard, also after 30 consecutive business days below that level. Arrive AI has until September 28, 2026 to regain both thresholds for at least 10 consecutive business days or face potential delisting, though it may seek a transfer to the Nasdaq Capital Market.

Positive

None.

Negative

Nasdaq compliance risk: Arrive AI Inc. has fallen below Nasdaq Global Market thresholds for both Market Value of Publicly Held Shares and Market Value of Listed Securities, creating a defined path toward potential delisting if it cannot restore values above $15,000,000 and $50,000,000 by September 28, 2026.

Insights

Nasdaq value shortfalls create real delisting risk but a defined cure window.

Arrive AI Inc. received two Nasdaq deficiency notices: its Market Value of Publicly Held Shares is below $15,000,000 and its Market Value of Listed Securities is below $50,000,000 for the required 30-day periods. These are core standards for the Nasdaq Global Market.

The company has until September 28, 2026 to restore both market-value measures above their thresholds for at least 10 consecutive business days. Failure would prompt Nasdaq to move toward delisting, unless Arrive AI qualifies to transfer to the Nasdaq Capital Market with its own continued listing requirements.

The filing states that management intends to monitor these market-value metrics and consider available options under Nasdaq rules. The actual outcome will depend on future trading levels and any strategic steps the company undertakes that affect its public float and overall valuation.

8-K Event Classification

Item 3.01 — Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing

1 item

Item 3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing Securities

The company received a delisting notice, failed to satisfy a continued-listing rule or standard, or transferred its listing.

Key Figures

Minimum Market Value of Publicly Held Shares: $15,000,000 Minimum Market Value of Listed Securities: $50,000,000 Compliance deadline: September 28, 2026 +2 more

5 metrics

Minimum Market Value of Publicly Held Shares $15,000,000 Nasdaq Listing Rule 5450(b)(2)(C) MVPHS Requirement

Minimum Market Value of Listed Securities $50,000,000 Nasdaq Listing Rule 5450(b)(2)(A) MVLS Requirement

Compliance deadline September 28, 2026 End of 180-day period to regain Nasdaq compliance

MVPHS noncompliance period 30 consecutive business days From February 11, 2026 to March 31, 2026

MVLS noncompliance period 30 consecutive business days From February 10, 2026 to March 30, 2026

Key Terms

Market Value of Publicly Held Shares, Market Value of Listed Securities, Nasdaq Global Market, Nasdaq Capital Market, +1 more

5 terms

Market Value of Publicly Held Shares financial

"not in compliance with the minimum Market Value of Publicly Held Shares"

The market value of publicly held shares is the total dollar worth of a company’s shares that are available to outside investors, calculated by multiplying the current market price by the number of shares held by the public (the “float”). It matters because it tells investors how much of the company is actually tradable and how the market is pricing that tradable portion—like a price tag on the items on a store shelf, it affects liquidity, volatility and how easy it is to buy or sell a meaningful stake.

Market Value of Listed Securities financial

"no longer in compliance with the minimum Market Value of Listed Securities"

Market value of listed securities is the market value of the shares a company has listed on an exchange, calculated as the closing bid price multiplied by the number of listed shares. Exchanges use it as a continued-listing standard, so a company that stays under the required minimum receives a deficiency notice and is given a set period to recover before facing delisting.

Nasdaq Global Market financial

"required for continued listing on The Nasdaq Global Market"

The Nasdaq Global Market is a section of the stock exchange where larger, well-established companies are listed and publicly traded. It functions like a marketplace where investors can buy and sell shares of these companies, providing them with access to capital and opportunities for growth. Its role is important because it helps investors identify and invest in reputable companies with strong financial backgrounds.

Nasdaq Capital Market financial

"may consider applying for a transfer to The Nasdaq Capital Market"

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.

continued listing requirements regulatory

"meet the Capital Market’s continued listing requirements"

Rules a stock exchange sets that a publicly traded company must keep meeting to stay listed and tradable on that exchange, such as minimum share price, market value, timely financial reports, and basic governance practices. Like a club’s membership rules, they matter because falling short can lead to warnings, penalties or removal from the exchange, which can cut liquidity, hurt share value and increase the risk for investors.

FAQ

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

What Nasdaq listing issues did Arrive AI (ARAI) disclose in this 8-K?

Arrive AI reported two Nasdaq deficiency notices. Its Market Value of Publicly Held Shares fell below $15,000,000 and its Market Value of Listed Securities dropped under $50,000,000 for 30 consecutive business days, putting its Nasdaq Global Market listing at risk if not corrected.

How long does Arrive AI (ARAI) have to regain Nasdaq compliance?

Arrive AI has 180 calendar days, until September 28, 2026, to regain compliance. Both the Market Value of Publicly Held Shares and Market Value of Listed Securities must meet their respective $15,000,000 and $50,000,000 thresholds for at least 10 consecutive business days.

Does Arrive AI’s Nasdaq deficiency notice immediately affect ARAI stock trading?

The notices have no immediate effect on ARAI stock trading. The filing states Arrive AI’s common stock will continue to trade on The Nasdaq Global Market under the symbol ARAI while the company works within the 180-day compliance period to address the market-value deficiencies.

What options does Arrive AI (ARAI) have if it cannot meet Nasdaq Global Market standards?

If Arrive AI cannot regain compliance, Nasdaq may move to delist its securities from the Global Market. The company may consider applying to transfer its listing to the Nasdaq Capital Market, which has different continued listing requirements, subject to an online application and eligibility review.

What specific Nasdaq rules is Arrive AI (ARAI) currently not meeting?

The company is not meeting Nasdaq Listing Rule 5450(b)(2)(C), requiring a minimum Market Value of Publicly Held Shares of $15,000,000, and Rule 5450(b)(2)(A), which requires a minimum Market Value of Listed Securities of $50,000,000, each breached for 30 consecutive business days.

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

Understanding 8-K Material Events →

See more from StockTitan in Google Search and AI answers. Adds StockTitan as a preferred source · opens Google

Add on Google

Accepted by SEC EDGAR 04/03/2026 - 03:16 PM

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event Reported): March 31, 2026

Arrive AI Inc.

(Exact Name of Registrant as Specified in Charter)

001-42645

(Commission File Number)

Delaware

85-0935006

(State or Other Jurisdiction

of Incorporation)

(I.R.S. Employer

Identification Number)

9100 Fall View Drive

Fishers, IN 46037

(Address of principal executive offices, with zip code)

(463) 270-0092

(Registrant’s telephone number, including area code)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class		Trading Symbol(s)		Name of each exchange on which registered
Common Stock		ARAI		The Nasdaq Stock Market LLC

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR§230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).

Emerging growth company ☒

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 3.01. Notice of Delisting of Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing.

On March 31, 2026, Arrive AI Inc. (the “Company”) received a notification letter (the “Notification Letter on MVPHS”) from The Nasdaq Stock Market LLC (“Nasdaq”) that the Company is not in compliance with the minimum Market Value of Publicly Held Shares (the “MVPHS”) set forth in Nasdaq Listing Rule 5450(b)(2)(C) for continued listing on Nasdaq, which requires a minimum MVPHS of $15,000,000 (the “MVPHS Requirement”), since the Company failed to meet the MVPHS Requirement for a period of 30 consecutive business days from February 11, 2026 to March 31, 2026. The Notification Letter on MVPHS has no immediate effect on the listing or trading of the common stock, par value $0.0002 per share, of the Company (“Common Stock”) on Nasdaq and, as of March 31, 2026, the Common Stock will continue to trade on Nasdaq under the symbol “ARAI.”

The Notification Letter on MVPHS provides that pursuant to Nasdaq Listing Rule 5810(c)(3)(D), the Company has 180 calendar days, or until September 28, 2026, to regain compliance with Nasdaq Listing Rule 5450(b)(2)(C). To regain compliance, the minimum MVPHS must be at least $15,000,000 or more for a minimum of 10 consecutive business days prior to September 28, 2026. If the Company does not regain compliance by September 28, 2026, the Company will receive written notification from Nasdaq that its securities are subject to delisting. Alternatively, the Company may consider applying for a transfer to The Nasdaq Capital Market (the “Capital Market”). In order to transfer, the Company must submit an on-line transfer application, and meet the Capital Market’s continued listing requirements.

Additionally, on March 31, 2026, the Company received a separate notification letter (the “Notification Letter on MVLS”) from Nasdaq, indicating that the Company was no longer in compliance with the minimum Market Value of Listed Securities (“MVLS”) of $50,000,000 required for continued listing on The Nasdaq Global Market, as set forth in Nasdaq Listing Rule 5450(b)(2)(A) (the “MVLS Requirement”) since the Company failed to meet the MVLS Requirement for a period of 30 consecutive business days from February 10, 2026 to March 30, 2026. The Notification Letter on MVLS has no immediate effect on the listing or trading of the Common Stock on Nasdaq and, as of March 31, 2026, the Common Stock will continue to trade on Nasdaq under the symbol “ARAI.”

In accordance with Nasdaq Listing Rule 5810(c)(3)(C), the Company has a period of 180 calendar days, or until September 28, 2026, to regain compliance with the MVLS Requirement. To regain compliance, the Company’s MVLS must close at $50,000,000 or more for a minimum of 10 consecutive business days prior to September 28, 2026. If the Company does not regain compliance by September 28, 2026, the Company will receive written notification from Nasdaq that its securities are subject to delisting. Alternatively, the Company may consider applying for a transfer to the Capital Market. In order to transfer, the Company must submit an on-line transfer application, and meet the Capital Market’s continued listing requirements.

The Company intends to monitor the MVPHS Requirement and MVLS Requirement of its Common Stock and will consider implementing available options to regain compliance with the MVPHS Requirement and MVLS Requirement under the Nasdaq Listing Rules.

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

	ARRIVE AI, INC.

Date: April 3, 2026	By:	/s/ Daniel S. O’Toole
		Daniel S. O’Toole
		Chief Executive Officer

Source: View Original Filing on SEC EDGAR

Filing Exhibits & Attachments

3 documents

Arrive AI faces Nasdaq market-value deficiencies