Cycurion (NASDAQ: CYCU) appeals Nasdaq delisting after bid price breach
Rhea-AI Filing Summary
Cycurion, Inc. received a Nasdaq Staff Determination Letter on July 10, 2026 stating that its common stock is subject to delisting because the closing bid price stayed below $1.00 for 31 consecutive business days from May 26 through July 9, 2026. This violates Nasdaq Listing Rule 5550(a)(1), which requires a minimum $1.00 bid price. Because Cycurion previously completed a 1-for-30 reverse stock split on October 27, 2025, it is not eligible for the customary 180‑day grace period for regaining compliance.
Absent a timely appeal, trading in Cycurion’s securities is expected to be suspended at the opening on July 21, 2026. The company plans to request a hearing before the Nasdaq Hearings Panel by July 17, 2026, which would stay the suspension and Form 25‑NSE filing while the appeal is pending, and the stock would continue trading during that process. Cycurion states that its operations and strategic execution are unaffected and that it maintains an annual revenue run rate exceeding $28 million, supported by contracted backlog and a growing pipeline, while it evaluates options to regain listing compliance.
Positive
- None.
Negative
- Nasdaq delisting risk: Cycurion received a Staff Determination Letter after its bid price stayed below $1.00 for 31 consecutive business days, is ineligible for the normal 180‑day cure period due to a prior 1‑for‑30 reverse split, and faces potential trading suspension on July 21, 2026 if its appeal is unsuccessful.
Filing Explained
Although Cycurion says it is evaluating ways to regain Nasdaq compliance, its board and management have determined not to pursue another reverse stock split at this time, so the filing discloses no current share-count consolidation plan.
8-K Event Classification
3 items: 3.01, 7.01, 9.01
3 items
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 7.01
Regulation FD Disclosure
Disclosure
Material non-public information disclosed under Regulation Fair Disclosure, often investor presentations or guidance.
Item 9.01
Financial Statements and Exhibits
Exhibits
Financial statements, pro forma financial information, and exhibit attachments filed with this report.
Key Figures
Minimum bid price requirement: $1.00 per share
Non-compliance duration: 31 consecutive business days
Reverse stock split ratio: 1-for-30
+4 more
7 metrics
Minimum bid price requirement
$1.00 per share
Nasdaq Listing Rule 5550(a)(1) minimum bid price for continued listing
Non-compliance duration
31 consecutive business days
Closing bid price below $1.00 from May 26, 2026 through July 9, 2026
Reverse stock split ratio
1-for-30
Reverse stock split effected on October 27, 2025
Planned suspension date
July 21, 2026
Date trading is expected to be suspended absent a timely hearing request
Hearing request deadline
July 17, 2026
Deadline to request a Nasdaq Hearings Panel hearing
Annual revenue run rate
exceeding $28 million
Company-stated annual revenue run rate supported by backlog and pipeline
Warrant exercise price
$345.00 per share
Exercise price of redeemable warrants for one share of common stock
Key Terms
Staff Determination Letter, Nasdaq Listing Rule 5550(a)(1), Form 25-NSE, reverse stock split, +2 more
6 terms
Staff Determination Letter regulatory
"received a Staff Determination Letter from the Listing Qualifications Department"
A staff determination letter is a written decision from the employees of a government or market regulator about a specific filing, application or compliance question; it tells a company whether the regulator accepts, rejects or needs more information. For investors, it matters because the letter can affect a company’s ability to sell securities, keep a stock listing, or move forward with a product or transaction—similar to a building inspector’s report that decides if construction can continue.
Nasdaq Listing Rule 5550(a)(1) regulatory
"does not comply with Nasdaq Listing Rule 5550(a)(1), which requires listed securities"
Form 25-NSE regulatory
"stay the suspension of the Company's securities and the filing of a Form 25-NSE"
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.
reverse stock split financial
"Because the Company effected a 1-for-30 reverse stock split on October 27, 2025"
A reverse stock split reduces a company's number of outstanding shares while raising the price per share proportionally, so the total value of each investor's holding is unchanged; a 1-for-10 split turns 100 shares worth $1 each into 10 shares worth $10 each. Companies often do this to regain compliance with an exchange's minimum price rule or to attract investors who avoid very low-priced stocks.
annual revenue run rate financial
"Cycurion currently maintains an annual revenue run rate exceeding $28 million"
Annual revenue run rate is an estimate of a company’s sales over the next 12 months by multiplying recent revenue for a short period (like a month or quarter) to create a full-year projection. Investors use it as a quick snapshot of current business scale and growth momentum—like reading a car’s current speed to guess how far it will travel in an hour—but it can mislead if results are affected by one-time events or seasonal swings.
forensic analysis financial
"continues to advance its review of trading activity through ongoing forensic analysis"
A detailed, methodical investigation that uses scientific and accounting techniques to examine records, transactions, documents, digital files, or physical evidence to uncover errors, fraud, or compliance issues. Like a detective reconstructing what happened from clues, it traces the who, what, when and how behind suspicious activity or discrepancies. Investors care because the findings can reveal hidden risks to a company’s finances, regulatory standing, or reputation that affect valuation and market trust.
AI-generated analysis. How Rhea-AI works. Not financial advice.
FAQ
What did Cycurion (CYCU) disclose about its Nasdaq listing status?
Cycurion disclosed it received a Nasdaq Staff Determination Letter on July 10, 2026, stating its common stock is subject to delisting after failing the $1.00 minimum bid price requirement for 31 consecutive business days, triggering a potential trading suspension and appeal process.
Why is Cycurion (CYCU) out of compliance with Nasdaq listing rules?
Cycurion’s common stock closed below $1.00 for 31 consecutive business days from May 26 through July 9, 2026. This violates Nasdaq Listing Rule 5550(a)(1), which requires listed securities to maintain a minimum bid price of $1.00 per share for continued listing.
What is the timeline for Cycurion’s (CYCU) potential suspension from Nasdaq?
Absent an appeal, trading in Cycurion’s securities is expected to be suspended July 21, 2026. The company plans to request a Nasdaq Hearings Panel hearing by July 17, 2026, which would stay any suspension and Form 25‑NSE filing while the appeal is considered.
How does Cycurion (CYCU) describe its current business performance?
Cycurion states that the listing matter does not affect its operations and that it maintains an annual revenue run rate exceeding $28 million, supported by contracted backlog, organic growth, strategic acquisitions, and newly secured multi‑year customer agreements in its cybersecurity solutions business.
Why is Cycurion (CYCU) not eligible for Nasdaq’s usual 180-day cure period?
Nasdaq cited Cycurion’s prior 1‑for‑30 reverse stock split on October 27, 2025. Under Nasdaq Listing Rule 5810(c)(3)(A)(iv), issuers that effected a reverse split within the prior year are not eligible for the customary 180‑calendar day minimum bid price compliance period.
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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 10, 2026
(Exact Name of Registrant as Specified in Its Charter)
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Registrant’s telephone number, including area code: (888 ) 341-6680
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) | |||||
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| 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:
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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 x
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. o
Item 3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing.
On July 10, 2026, Cycurion, Inc. (the “Company”) received a Staff Determination Letter (the “Letter”) from the Listing Qualifications Department of The Nasdaq Stock Market LLC (“Nasdaq”) notifying the Company that the Staff has determined to delist the Company’s common stock from Nasdaq.
As set forth in the Letter states, the closing bid price of the Company’s common stock was below the $1.00 per share minimum required for continued listing for the 31 consecutive business days from May 26, 2026 through July 9, 2026. Nasdaq determined that the Company does not comply with Nasdaq Listing Rule 5550(a)(1), which requires listed securities to maintain a minimum bid price of $1.00 per share. Because the Company effected a 1-for-30 reverse stock split on October 27, 2025, Nasdaq further determined that the Company is not eligible for the customary 180-calendar day compliance period under Nasdaq Listing Rule 5810(c)(3)(A)(iv), which applies when an issuer has effected a reverse stock split within the prior one-year period, and absent a timely hearing request, trading in the Company’s securities is expected to be suspended at the opening of business on July 21, 2026.
The Company plans to timely request a hearing before the Nasdaq Hearings Panel before the July 17, 2026 deadline set forth in the determination letter. A timely hearing request will stay the suspension of the Company's securities and the filing of a Form 25-NSE pending the Panel's decision. The Company’s common stock will remain listed and continue trading on Nasdaq during the appeal process and pending a final determination by the Hearings Panel.
There can be no assurance that the Hearings Panel will grant the Company’s request for continued listing or that the Company will ultimately regain compliance with all applicable Nasdaq listing requirements or that the Company’s shares of common stock will remain listed on Nasdaq following the hearing.
Item 7.01 Regulation FD Disclosure.
On July 16, 2026, the Company issued a press release regarding the receipt of the Letter described in Item 3.01 above. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8‑K.
The information furnished pursuant to this Item 7.01, including Exhibit 99.1, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section.
Item 9.01 Financial Statements and Exhibits
(d)Exhibits:
| Exhibit No. | Description | |||||||
| 99.1 | Press Release dated July 16, 2026 | |||||||
| 104 | Inline XBRL for the cover page of this Current Report on Form 8-K | |||||||
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SIGNATURES
Pursuant to the requirements of the Securities and Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| CYCURION, INC. | ||||||||||||||
| Date: | July 16, 2026 | By: | /s/ L. Kevin Kelly | |||||||||||
| Name: | L. Kevin Kelly | |||||||||||||
| Title: | Chief Executive Officer | |||||||||||||
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Exhibit 99.1
Cycurion Receives Nasdaq Delisting Determination Letter; Appeal Underway, Trading to Continue, Focus on Shareholder Value
McLean, Va., July 16, 2026 (GLOBE NEWSWIRE) -- Cycurion, Inc. (NASDAQ: CYCU) (“Cycurion” or the “Company”), a leading AI driven, tech-enabled cybersecurity solutions provider, today announced that it has received a delisting determination letter from The Nasdaq Stock Market LLC (“Nasdaq”) related to its minimum bid price requirement.
As set forth in the determination letter, dated July 10, 2026, the closing bid price of the Company’s common stock was below the $1.00 per share minimum required for continued listing for the 31 consecutive business days from May 26, 2026 through July 9, 2026. Nasdaq determined that the Company does not comply with Nasdaq Listing Rule 5550(a)(1), which requires listed securities to maintain a minimum bid price of $1.00 per share. Because the Company effected a 1-for-30 reverse stock split on October 27, 2025, Nasdaq further determined that the Company is not eligible for the customary 180-calendar day compliance period under Nasdaq Listing Rule 5810(c)(3)(A)(iv), which applies when an issuer has effected a reverse stock split within the prior one-year period, and absent a timely hearing request, trading in the Company’s securities is expected to be suspended at the opening of business on July 21, 2026.
The Company plans to timely request a hearing before the Nasdaq Hearings Panel before the July 17, 2026 deadline set forth in the determination letter. A timely hearing request will stay the suspension of the Company's securities and the filing of a Form 25-NSE pending the Panel's decision. Cycurion’s common stock will remain listed and continue trading on Nasdaq during the appeal process and pending a final determination by the Hearings Panel.
There can be no assurance that the Hearings Panel will grant the Company’s request for continued listing or that the Company will ultimately regain compliance with all applicable Nasdaq listing requirements or that the Company’s shares of common stock will remain listed on Nasdaq following the hearing.
As previously disclosed, Cycurion’s Board of Directors and management determined not to pursue a reverse stock split at this time. The Board continues to evaluate all available options for regaining compliance with Nasdaq’s continued listing requirements, including any actions it may determine are appropriate in connection with the hearing process. The Company remains focused on executing its strategic plan while supporting a fair and orderly market for its securities.
Kevin Kelly, Chairman and Chief Executive Officer of Cycurion, stated:
“We are fully prepared to proceed with the Nasdaq Hearings Panel process. During this period, we are continuing to develop a comprehensive, data-driven record of trading activity, supported by internal analysis and external market data. Our focus remains on ensuring that the Company’s market valuation appropriately reflects its underlying fundamentals and that our shareholders benefit from a transparent and orderly trading environment.”
Appeal Process and Timeline
Hearings are typically scheduled approximately 30 to 45 days following the Company’s request. The Nasdaq Hearings Panel has broad discretion under applicable rules to consider all relevant factors in determining whether to grant continued listing or an extension.
The Company is actively preparing its materials in support of this process. Cycurion continues to advance its review of trading activity through ongoing forensic analysis, engagement with external advisors and data providers, and appropriate legal and regulatory review processes.
Business Momentum Remains Strong
This matter does not impact Cycurion’s operations or strategic execution. The Company continues to generate revenue growth through organic expansion, strategic acquisitions, and long-term customer contracts.
Cycurion currently maintains an annual revenue run rate exceeding $28 million, supported by contracted backlog and a growing pipeline of opportunities, including recently secured multi-year agreements.
The Company remains committed to disciplined execution, transparency with shareholders, and pursuing all appropriate avenues to support fair market conditions and long-term value creation.
About Cycurion, Inc.
Based in McLean, Virginia, Cycurion (NASDAQ: CYCU) is a forward-thinking provider of IT cybersecurity solutions and AI, committed to delivering secure, reliable, and innovative services to clients worldwide. Specializing in cybersecurity, program management, and business continuity, Cycurion harnesses its AI-enhanced ARx platform and expert team to empower clients and safeguard their operations. Along with its subsidiaries, Axxum Technologies LLC, Cloudburst Security LLC, and Cycurion Innovation, Inc., Cycurion serves government, healthcare, and corporate clients committed to securing the digital future. More info: www.cycurion.com.
Forward-Looking Statements
This press release contains statements that are forward-looking statements as defined within the Private Securities Litigation Reform Act of 1995, including, but not limited to, statements relating to the operations and prospective growth of Cycurion’s business.
Certain statements in this press release that are not historical facts are forward-looking statements within the meaning of Section 27A of the Securities Exchange Act of 1934, as amended. Any statements contained in this press release that are not statements of historical fact may be deemed forward-looking statements. Such statements include, but are not limited to, the Company's appeal of Nasdaq's delisting determination; the timing, and outcome of the Company’s hearing before the Nasdaq Hearings Panel; the Company’s ability to regain and maintain compliance with Nasdaq’s continued listing requirements; the acceleration of the Company’s inorganic growth strategy through potential acquisitions and strategic transactions; the continued execution of the Company’s contracted backlog; and other statements that are not historical facts, including statements which may be accompanied by words such as “continue,” “will,” “may,” “could,” “should,” “expect,” “expected,” “plans,” “intend,” “anticipate,” “believe,” “estimate,” “predict,” “potential,” and similar expressions intended to identify such forward-looking statements. All forward-looking statements involve significant risks and uncertainties that could cause actual results to differ materially from those expressed or implied in the forward-looking statements, many of which are generally outside the control of Cycurion and are difficult to predict. Examples of such risks and uncertainties include, but are not limited to, the outcomes of the Company’s investigations, any potential legal proceedings, or the future performance of the Company’s stock. Additional factors that could cause actual results to differ materially from those expressed or implied in the forward-looking statements can be found in the most recent annual report on Form 10-K, quarterly reports on Form 10-Q, and current reports on Form 8-K filed by Cycurion with the U.S. Securities and Exchange Commission. Cycurion anticipates that subsequent events and developments may cause its plans, intentions, and expectations to change. Cycurion assumes no obligation, and it specifically disclaims any intention or obligation, to update any forward-looking statements, whether as a result of new information, future events, or otherwise, except as expressly required by law. Forward-looking statements speak only as of the date they are made and should not be relied upon as representing Cycurion’s plans and expectations as of any subsequent date.
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Cycurion Investor Relations:
(888) 341-6680
investors@cycurion.com
Cycurion Media Relations:
(888) 341-6680
media@cycurion.com
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