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Smart Powerr (Nasdaq: CREG) faces Nasdaq delisting, eyes OTCQB quotation

Filing Impact
(Moderate)
Filing Sentiment
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

Smart Powerr Corp. reports that a Nasdaq Hearings Panel has determined to delist its common stock and suspend trading at the open on July 21, 2026. The action follows a May 1, 2026 notice that the company had failed to meet the $1.00 per share minimum bid price required by Nasdaq Listing Rule 5550(a)(2).

The company may seek review of the decision by the Nasdaq Listing and Hearing Review Council within 15 days, while the Council itself has 45 days to decide whether to review. Smart Powerr expects its shares could be quoted on the OTCQB Market under symbol CREG but warns this over-the-counter venue is significantly more limited, may reduce liquidity, and could further depress trading price and volume, with no assurance of continued trading or broker-dealer quotations.

Positive

  • None.

Negative

  • Nasdaq delisting and trading suspension effective July 21, 2026.
  • Shift to OTCQB expected to reduce liquidity and pressure share price.

Filing Explained

After applicable appeal periods lapse, Nasdaq will file a Form 25; if the Listing Council reviews the Panel’s decision, it may affirm, modify, reverse, or remand it, leaving the delisting process subject to that procedural path.

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 or transferred its listing to a different exchange.
Item 9.01 Financial Statements and Exhibits Exhibits
Financial statements, pro forma financial information, and exhibit attachments filed with this report.
Nasdaq trading suspension date July 21, 2026 Date on which Nasdaq will suspend trading of Smart Powerr common stock.
Minimum bid price requirement $1.00 per share Nasdaq Listing Rule 5550(a)(2) minimum bid price for continued listing.
Appeal request period 15 days Time for Smart Powerr to request Listing Council review after Delisting Notice.
Listing Council review window 45 calendar days Period in which the Listing Council may determine to review the Panel’s decision.
Common stock par value $0.001 per share Par value of Smart Powerr’s common stock.
Nasdaq Hearings Panel regulatory
"the Nasdaq Hearings Panel (the “Panel”) has determined to delist"
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.
Nasdaq Listing and Hearing Review Council regulatory
"the Nasdaq Listing and Hearing Review Council (the “Listing Council”) review"
A Nasdaq Listing and Hearing Review Council is an independent appeal panel that examines contested decisions about a company’s eligibility to be listed or removed from the Nasdaq stock market. Think of it as a referee review for listing rulings: it gives companies a second look and investors transparency around whether a stock stays tradable on that exchange, which can affect a company’s visibility, liquidity, and investor confidence.
Form 25 regulatory
"Nasdaq will file a Form 25 with the Securities and Exchange Commission"
A Form 25 is an official filing with the U.S. Securities and Exchange Commission used to remove a company's stock or other security from a national exchange list. Investors should care because delisting often means less visibility, lower trading volume and wider price swings—similar to a product moving from a major supermarket to a small local market, which can make buying, selling and valuing the security more difficult.
OTCQB Market market
"its Common Stock would be eligible for quotation on the OTCQB Market"
The OTCQB Market is a regulated tier of the over‑the‑counter (OTC) trading system where smaller or early‑stage stocks trade with modest reporting and quality standards. Think of it as a neighborhood market that sits between an informal garage sale and a big supermarket: it offers more information and oversight than the lowest OTC tier, but less liquidity and scrutiny than major exchanges. Investors care because it signals a middle level of transparency and risk, affecting how easy shares are to buy, sell and evaluate.
forward-looking statements regulatory
"contains “forward-looking” statements within the meaning of Section 27A"
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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FAQ

Why is Smart Powerr (CREG) being delisted from Nasdaq?
Nasdaq’s Hearings Panel decided to delist Smart Powerr after the stock failed to meet the $1.00 bid price requirement under Listing Rule 5550(a)(2). A May 1, 2026 notice and a June 9, 2026 hearing preceded this delisting determination.

When will trading in Smart Powerr (CREG) be suspended on Nasdaq?
Trading in Smart Powerr’s common stock is scheduled to be suspended at the open on July 21, 2026. Nasdaq also plans to file a Form 25 with the SEC to complete the delisting after applicable appeal periods expire.

What appeal options does Smart Powerr (CREG) have after the Nasdaq delisting decision?
Smart Powerr may request that Nasdaq’s Listing and Hearing Review Council review the Panel’s decision within 15 days of the Delisting Notice. The Council itself has 45 calendar days to decide whether to review, and may affirm, modify, reverse, or remand.

Where might Smart Powerr (CREG) trade after the Nasdaq delisting?
The company expects its common stock would be eligible for quotation on the OTCQB Market under symbol CREG. It cautions this over-the-counter venue is more limited, may reduce liquidity, and could have a material adverse effect on trading price and volume.

How could the move from Nasdaq to OTCQB affect Smart Powerr (CREG) shareholders?
Smart Powerr warns that quotation on the OTCQB, a significantly more limited market than Nasdaq, will likely create a less liquid market. This reduced liquidity and potential lack of broker-dealer quotes could further depress the common stock’s trading price.

What ongoing risks does Smart Powerr (CREG) highlight about future trading of its stock?
The company states it can give no assurance that its common stock will continue to trade on OTCQB, that broker-dealers will provide public quotes, or that trading volume will be sufficient to support an efficient trading market for current and potential holders.
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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): July 17, 2026

 

SMART POWERR CORP.

(Exact name of registrant as specified in charter)

 

Nevada   001-34625   90-0093373
(State or other jurisdiction
of incorporation)		   (Commission File Number)   (IRS Employer
Identification No.)

 

4/F, Tower C
 Rong Cheng Yun Gu Building
Keji 3 rd Road, Yanta District
Xi’an City, Shaanix Providence, China		   710075
(Address of principal executive offices)   (Zip Code)

 

Registrant’s telephone number, including area code: (86-29) 8765-1097

 

N/A
(Former name or former address, if changed since last report)

 

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 (see General Instruction A.2. below):

 

☐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   CREG   Nasdaq Stock Market

 

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

 

On July 17, 2026, Smart Powerr Corp., a Nevada corporation (the “Company”) received written notification (the “Delisting Notice”) from The Nasdaq Stock Market (“Nasdaq”) that the Nasdaq Hearings Panel (the “Panel”) has determined to delist the Company’s common stock, par value $0.001 per share (“Common Stock”), and suspend trading of its Common Stock at the open of trading on July 21, 2026.

 

As previously reported on May 7, 2026, the Company received written notice on May 1, 2026 (the “Notification Letter”) from the Listing Qualifications Department of Nasdaq that the Company did not satisfy the $1.00 bid price requirement set forth in Nasdaq Listing Rule 5550(a)(2) for continued listing on the Nasdaq Capital Market. The Company was informed that its Common Stock would be subject to delisting from Nasdaq unless the Company timely requested a hearing before the Panel. The Company timely requested a hearing before the Panel. which stayed the delisting and suspension of the Company’s Common Stock pending the decision of the Panel. A hearing on the matter was held on June 9, 2026.

 

In accordance with Nasdaq Listing Rule 5820, the Company may request that the Nasdaq Listing and Hearing Review Council (the “Listing Council”) review the Panel’s delisting determination within 15 days from the date of Delisting Notice. The Listing Council may also determine to review any Panel decision within 45 calendar days after issuance of its written decision. If the Listing Council elects to review the matter, it may affirm, modify, reverse, or remand the Panel’s decision.

 

In connection with the Panel’s decision, Nasdaq will file a Form 25 with the Securities and Exchange Commission (the “SEC”) in accordance with Nasdaq Listing Rule 5830 and Rule 12d2-2 promulgated under the Securities Exchange Act of 1934, as amended, after applicable appeal periods have lapsed.

 

As a result of the suspension in trading and expected delisting, the Company expects that its Common Stock would be eligible for quotation on the OTCQB Market, an over-the-counter market operated by OTC Markets Group, under its existing symbol “CREG,” which may have a material adverse effect on the trading price and volume for the Common Stock.

 

The OTC markets are a significantly more limited market than the Nasdaq, and quotation on the OTC markets will likely result in a less liquid market for existing and potential holders of the Company’s Common Stock to trade such securities and could further depress the trading price of the Common Stock. The Company can provide no assurance that its Common Stock will continue to trade on this market, whether broker-dealers will continue to provide public quotes of the Common Stock on this market, or whether the trading volume of its Common Stock will be sufficient to provide for an efficient trading market for existing and potential holders of its Common Stock.

 

Forward Looking Statements:

 

This Current Report on Form 8-K contains “forward-looking” statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934, including statements related to the Company’s intent to request an appeal before the Panel and ability to regain compliance with Nasdaq’s continued listing standards. The words “may,” “will,” “could,” “would,” “should,” “expect,” “intend,” “plan,” “anticipate,” “believe,” “estimate,” “predict,” “project,” “potential,” “continue,” “ongoing” and similar expressions are intended to identify forward-looking statements, although not all forward-looking statements contain these identifying words. While the Company believes its plans, intentions and expectations reflected in those forward-looking statements are reasonable, these plans, intentions or expectations may not be achieved. The Company’s actual results, performance or achievements could differ materially from those contemplated, expressed or implied by the forward-looking statements. For information about the factors that could cause such differences, please refer to the Company’s Annual Report on Form 10-K for the year ended December 31, 2025, including the information discussed under the captions “Item 1 Business,” “Item 1A. Risk Factors” and “Item 7 Management’s Discussion and Analysis of Financial Condition and Results of Operations,” as well as the Company’s various other filings with the Commission. Given these uncertainties, you should not place undue reliance on these forward-looking statements. The Company assumes no obligation to update any forward-looking statement. The Company undertakes no obligation to update any forward-looking statement in this report, except as required by law.

 

This report is incorporated by reference into the registration statement on Form S-3 (File No. 333-281639), and the registration statement on Form S-8 (File No. 333-290898), filed with the Commission, to be a part thereof from the date on which this report is submitted, to the extent not superseded by documents or reports subsequently filed or furnished.

 

Item 9.01. Financial Statements and Exhibits

 

(d) Exhibits

 

Exhibits
Number		   Description
104   Cover Page Interactive Data File (embedded within the Inline XBRL document)

 

1

 

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 thereunto duly authorized.

 

  SMART POWERR CORP.
     
Date: July 20, 2026 By: /s/ Yongjiang (Jackie) Shi
    Yongjiang (Jackie) Shi
    Chief Financial Officer

 

2

 

Source: View Original Filing on SEC EDGAR

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