false
0001854445
0001854445
2026-10-12
2026-10-12
iso4217:USD
xbrli:shares
iso4217:USD
xbrli:shares
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): October 12, 2026
Brightline Interactive, Inc./NV
BRIGHTLINE
INTERACTIVE, INC.
(Exact
name of registrant as specified in its charter)
| Nevada |
|
001-40556 |
|
81-2958271 |
| (State or other jurisdiction |
|
(Commission |
|
(IRS Employer |
| of incorporation) |
|
File Number) |
|
Identification No.) |
21745
Red Rum Drive
Ashburn,
VA 20147
(Address
of principal executive offices) (Zip Code)
Registrant’s
telephone number, including area code: (703)-594-7496
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, par value
$0.001 per share |
|
BTLN |
|
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 (§230.405
of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
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
8.01. Other Events.
On
October 12, 2026, Brightline Interactive, Inc. (the “Company”) received a letter from The Nasdaq Stock Market LLC confirming
that the Company regained compliance with Nasdaq Listing Rule 5550(a)(2), which requires listed companies to maintain a minimum bid price
of at least $1 per share (the “Bid Price Rule”).
On
October 14, 2026, the Company issued a press release announcing that it had regained compliance with the Bid Price Rule. A copy of the
press release is filed as Exhibit 99.1 to this Current Report on Form 8-K.
Item
9.01 Financial Statements and Exhibits.
(d)
Exhibits
| Exhibit No. |
|
Description |
| 99.1 |
|
Press Release, dated October 14, 2026 |
| 104 |
|
Cover Page Interactive Data File (embedded within the
Inline XBRL document) |
SIGNATURES
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.
| |
BRIGHTLINE INTERACTIVE, INC. |
| |
|
| Date: October 14, 2026 |
/s/ Tyler Gates |
| |
Name: Tyler Gates |
| |
Title: President and Chief Executive Officer |
Exhibit
99.1

Brightline
Interactive Regains Compliance with Nasdaq Minimum Bid Price Requirement
Nasdaq
confirmation follows the Company’s 1-for-8 reverse stock split, effective September 28, 2026
ASHBURN,
VA – October 14, 2026 – Brightline Interactive, Inc. (“Brightline” or the “Company”) (Nasdaq:
BTLN), today announced that on October 12, 2026, it received a letter from Nasdaq confirming that the Company has regained compliance
with the Nasdaq listing rule requiring listed companies to maintain a minimum bid price of at least $1.00 per share. The letter stated
that the closing bid price of the Company’s common stock had been at $1.00 per share or greater for 10 consecutive business days
and that the matter is now closed.
As
previously disclosed, Nasdaq issued a Staff Determination to delist the Company on September 11, 2026. On September 17, 2026, the Company
timely requested a hearing before the Nasdaq Hearings Panel, which stayed any suspension or delisting action. The Company then effected
a 1-for-8 reverse stock split of its common stock, effective September 28, 2026, to regain compliance with the Bid Price Rule. The Company’s
common stock continues to trade on the Nasdaq Capital Market under the symbol “BTLN.”
“Regaining
compliance with Nasdaq closes out an issue we inherited and lets us keep our attention on execution,” said Tyler Gates, President
and Chief Executive Officer of Brightline Interactive. “Our priorities have not changed. We are advancing opportunities for SpatialCore
and building partnerships across the Physical AI ecosystem to deliver data infrastructure that enable people, AI and autonomous systems
to operate more effectively together.”
About
Brightline Interactive
Brightline
Interactive is building SpatialCore, an interoperability infrastructure platform for Physical AI. SpatialCore is designed to connect
real-world data from sensors, autonomous systems, digital twins, geospatial environments and other sources into a shared, AI-ready understanding
of the physical world. Brightline works across defense, government and commercial markets to enable people, AI and autonomous systems
to operate more effectively together. For more information, visit www.brightlineinteractive.com.
Cautionary
Statement on Forward-Looking Statements
This
press release contains “forward-looking statements” as that term is defined in the Private Securities Litigation Reform Act
of 1995, including statements related to Brightline Interactive’s ability to maintain compliance with Nasdaq listing requirements,
its strategy, and its revenue and partnership activities. The words “opportunities,” “maintain,” and similar
expressions, or the negative of these words or other similar terms, are intended to identify forward-looking statements, although not
all forward-looking statements contain these identifying words. Although the Company believes that it is basing its expectations and
beliefs on reasonable assumptions within the bounds of what is currently known about its business and operations, there can be no assurance
that actual results will not differ materially from what the Company expects or believes. Some of the factors that could cause the Company’s
actual results to differ materially from its expectations or beliefs are disclosed in the “Risk Factors” section, as well
as other sections, of its reports filed with the Securities and Exchange Commission, which include, without limitation, its ability to
maintain compliance with Nasdaq’s continued listing standards and maintain the listing of its securities on Nasdaq. All forward-looking
statements speak only as of the date on which they are made, and the Company undertakes no duty to update or revise any forward-looking
statements, whether as a result of new information, future events or otherwise.
Company
Contact
William
J. Keneally
Chief Financial Officer
info@brightlineinteractive.com
Media
Contact
Brightline:
brightline@samsonpr.com