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T3 Defense (NASDAQ: DFNS) clears Nasdaq $1 bid-price warning

(High)
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

T3 Defense Inc. reported that on August 17, 2026 it received a written notice from Nasdaq confirming that the company has regained compliance with the minimum bid price requirement under Listing Rule 5450(a)(1). Nasdaq determined that for the 10 consecutive business days from August 3, 2026 to August 14, 2026, the closing bid price of T3 Defense’s common stock was $1.00 per share or greater, curing the prior deficiency.

The company had previously been notified that its common stock failed to maintain a minimum bid price of $1.00 over 30 consecutive business days, placing its listing at risk. Following Nasdaq’s latest determination, T3 Defense believes it now meets all applicable Nasdaq listing requirements, reducing immediate delisting risk for its common stock, which trades under the symbol DFNS.

Positive

  • Nasdaq confirms T3 Defense has regained compliance with the $1.00 minimum bid price requirement.
  • The stock maintained a closing bid of $1.00 or more for 10 consecutive business days, resolving the prior Nasdaq deficiency notice.
  • The company states it now believes it meets all applicable Nasdaq listing requirements, reducing near-term delisting risk.

Negative

  • None.

Insights

Analyzing...

Item 8.01 Other Events Other
Voluntary disclosure of events the company deems important to shareholders but not covered by other items.
Minimum bid price threshold $1.00 per share Nasdaq Listing Rule 5450(a)(1) requirement for common stock
Compliance measurement window 10 consecutive business days Closing bid at or above $1.00 from August 3–14, 2026
Prior deficiency period length 30 consecutive business days Period during which bid price was below $1.00
Common stock par value $0.0001 per share Par value of T3 Defense Inc. common stock
Warrant exercise price $11,500.00 per share Each warrant exercisable for one share of common stock
minimum bid price market
"regained compliance with the minimum bid price as required by Listing Rule 5450(a)(1)"
The minimum bid price is the lowest share price that a market, regulator, or specific offering will accept for a trade, listing, or auction—think of it as a reserve or floor that a stock must meet to qualify for certain actions. It matters to investors because falling below that floor can limit trading options, trigger compliance measures or delisting risks, and affect liquidity and the perceived value of a holding, much like a reserve price in an auction sets the baseline for a sale.
Listing Rule 5450(a)(1) regulatory
"regained compliance with the minimum bid price as required by Listing Rule 5450(a)(1)"
emerging growth company regulatory
"Securities registered pursuant to Section 12(b) of the Act Emerging growth company"
An emerging growth company is a recently public or smaller public firm that qualifies for temporary, lighter regulatory and disclosure rules to reduce the cost and effort of being public. For investors, it means the company may provide less historical financial detail and face fewer reporting requirements than larger firms, so it can grow more quickly but also carries higher uncertainty—like buying a promising early-stage product with fewer user reviews.
warrants financial
"Warrants, each warrant exercisable for one Share of Common Stock for $11,500.00 per share"
Warrants are special documents that give you the right to buy a company's stock at a set price before a certain date. They are often used as a way for companies to attract investors or raise money, and their value can increase if the company's stock price goes up.

FAQ

What did T3 Defense Inc. (DFNS) announce regarding its Nasdaq listing?

T3 Defense announced that Nasdaq notified the company it has regained compliance with the minimum bid price rule. This follows a prior notice that its stock traded below $1.00 for 30 consecutive business days, putting its listing at risk.

How did T3 Defense (DFNS) regain compliance with Nasdaq’s minimum bid price rule?

Nasdaq determined that from August 3–14, 2026, T3 Defense’s common stock had a closing bid price of $1.00 per share or greater for 10 consecutive business days, satisfying Listing Rule 5450(a)(1).

What Nasdaq rule is T3 Defense (DFNS) now compliant with?

T3 Defense is now compliant with Nasdaq Listing Rule 5450(a)(1), which requires a minimum bid price of $1.00 per share for common stock listed on the exchange’s Global Select or Global Market tiers.

What previous issue did T3 Defense (DFNS) have with Nasdaq’s listing standards?

Previously, Nasdaq notified T3 Defense that its common stock failed to maintain a $1.00 minimum bid price over 30 consecutive business days, creating a deficiency under Nasdaq’s listing rules before the company later regained compliance.

Does T3 Defense (DFNS) believe it now meets all Nasdaq listing requirements?

Yes. After Nasdaq confirmed that DFNS satisfied the minimum bid requirement, T3 Defense stated it believes it is in compliance with all applicable listing requirements for its common stock on The Nasdaq Stock Market LLC.

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

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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

 

FORM 8-K

 

 

 

CURRENT REPORT

 

Pursuant to Section 13 or Section 15(d)

of the Securities Exchange Act of 1934

 

Date of Report (Date of earliest event reported): August 17, 2026

 

T3 DEFENSE INC.
(Exact name of registrant as specified in its charter)

 

Delaware   001-39341   38-3912845
(State or other jurisdiction of
incorporation or organization)
  (Commission File Number)   (IRS Employer
Identification Number)

 

575 Fifth Avenue, 14th Floor

New York, New York 10017

(Address of principal executive offices)

 

212-791-4663

(Registrant’s telephone number, including area code)

 

Not Applicable

(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 to 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, $0.0001 par value per share   DFNS   The Nasdaq Stock Market LLC
         
Warrants, each warrant exercisable for one Share of Common Stock for $11,500.00 per share   DFNSW   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 or Rule 12b-2 of the Securities Exchange Act of 1934.

 

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 August 17, 2026, T3 Defense Inc., a Delaware corporation (the “Company”) received a written notice (the “Notice”) from The Nasdaq Stock Market, LLC ("Nasdaq") that it regained compliance with the minimum bid price as required by Listing Rule 5450(a)(1).

 

As previously disclosed on a Current Report on Form 8-K filed by the Company with the Securities and Exchange Commission on May 8, 2026, Nasdaq had notified the Company that its Common Stock failed to maintain a minimum bid price of $1.00 over the previous 30 consecutive business days as required by the Listing Rules of The Nasdaq Stock Market. Since then, Nasdaq determined that for the last 10 consecutive business days, from August 3, 2026 to August 14, 2026, the closing bid price of the Company’s Common Stock has been at $1.00 per share or greater.

 

As a result, the Company believes that it is in compliance with all applicable listing requirements.

 

1

 

 

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.

 

  T3 DEFENSE INC.
     
Date: August 17, 2026 By: /s/ Menachem Shalom
  Name:  Menachem Shalom
  Title: Chief Executive Officer

 

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Filing Exhibits & Attachments

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