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Definitive Healthcare (NASDAQ: DH) warned by Nasdaq on sub-$1 bid price

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

Rhea-AI Filing Summary

Definitive Healthcare Corp. has been notified by Nasdaq that its common stock no longer meets the $1.00 per share minimum bid price required for continued listing on the Nasdaq Global Select Market. The deficiency is based on 30 consecutive business days from May 6, 2026 to June 17, 2026.

The company has 180 calendar days, until December 15, 2026, to regain compliance. Nasdaq will deem the company compliant if the closing bid price is at least $1.00 per share for a minimum of ten consecutive business days, or longer if Nasdaq requires.

If the company does not regain compliance in this initial period, it may qualify for an additional 180-day period by meeting other Nasdaq Capital Market initial listing standards and potentially using actions such as a reverse stock split. The notice does not immediately affect trading, and the stock will continue to trade under the symbol DH while the company evaluates its options.

Positive

  • None.

Negative

  • Nasdaq minimum bid price deficiency: The company’s stock traded below the $1.00 per share minimum bid price for 30 consecutive business days, starting May 6, 2026, creating a risk of eventual delisting if compliance is not regained within the allowed periods.

Insights

Nasdaq non‑compliance raises listing risk for DH if price stays below $1.00.

Definitive Healthcare has fallen below Nasdaq’s $1.00 minimum bid price for 30 consecutive business days, triggering a formal deficiency notice. The stock remains on the Nasdaq Global Select Market, but its status now depends on recovering the share price within defined timeframes.

The company has a 180‑day window to restore the bid above $1.00 for at least ten consecutive business days, with the possibility of another 180 days if it meets Nasdaq Capital Market standards. Management is considering options including a reverse stock split, which can mechanically lift the per‑share price but does not change overall market value.

If the price does not recover and the company cannot satisfy the conditions for an extended grace period, its shares could be delisted from the Nasdaq Global Select Market. Subsequent disclosures in company filings will clarify whether a reverse split or transfer to the Nasdaq Capital Market is pursued to maintain exchange listing.

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.
Minimum bid price requirement $1.00 per share Nasdaq Listing Rule 5450(a)(1) threshold for continued listing
Deficiency measurement period 30 consecutive business days From May 6, 2026 to June 17, 2026 below $1.00 bid
Initial compliance window 180 calendar days Period to cure deficiency ending December 15, 2026
Additional compliance window 180 calendar days Potential second period if Nasdaq Capital Market standards met
Required compliant trading span Minimum 10 business days Closing bid at or above $1.00 per share
Listing market Nasdaq Global Select Market Current exchange where DH is listed
Nasdaq Global Select Market financial
"minimum bid price requirement of $1.00 per share set forth in Nasdaq Listing Rule 5450(a)(1) for continued listing on The Nasdaq Global Select Market."
A Nasdaq Global Select Market listing is the highest tier of stocks on the Nasdaq exchange, reserved for companies that meet the strictest financial, reporting and governance standards. For investors, it acts like a premium quality label—signaling larger, more transparent and better-governed companies that tend to offer greater liquidity and lower perceived risk compared with lower-tier listings, making it easier to buy, sell and evaluate shares.
minimum bid price requirement financial
"no longer meets the minimum bid price requirement of $1.00 per share set forth in Nasdaq Listing Rule 5450(a)(1)"
A minimum bid price requirement is a rule that a stock must trade above a set price for a specified period to stay listed on an exchange. It matters to investors because falling below that threshold can trigger warnings or removal from the exchange, which can cut liquidity, reduce visibility, and often lead to sharper declines in share value—think of it like a venue’s minimum dress code that, if not met, can bar a performer from the stage.
reverse stock split financial
"provides written notice of its intention to cure the deficiency during the second compliance period, by effecting a reverse stock split if necessary."
A reverse stock split is when a company reduces the number of its shares outstanding, making each share more valuable. For example, if you own 100 shares worth $1 each, a 1-for-10 reverse split would turn your 100 shares into 10 shares worth $10 each. Companies often do this to boost their stock price and appear more stable to investors.
Nasdaq Capital Market financial
"meets the continued listing requirement for market value of publicly held shares and all other initial listing standards for 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.
Listing Qualifications Department regulatory
"received written notice from the Listing Qualifications Department of The Nasdaq Stock Market LLC"
A listing qualifications department is the part of a stock exchange that checks whether a company meets the exchange’s rules for being listed and staying listed. Think of it as a gatekeeper or building inspector: it reviews financial statements, disclosure practices and corporate governance, flags problems and can require fixes or remove a company’s shares. Investors care because its decisions affect whether a stock remains tradable and how much trust to place in a company’s reporting.
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Learn about SEC filing dates
false000186179500018617952026-06-182026-06-18

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):

June 18, 2026

 

Definitive Healthcare Corp.

(Exact name of Registrant as Specified in Its Charter)

Commission File Number 001-40815

 

 

 

Delaware

 

86-3988281

(State of Incorporation)

 

(IRS Employer Identification No.)

 

492 Old Connecticut Path, Suite 401

 

 

Framingham, Massachusetts 01701

 

 

(Address of Principal Executive Offices)

 

(508) 720-4224

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 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

Name of Each Exchange on Which Registered

Class A Common Stock, $0.001 par value

DH

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

On June 18, 2026, Definitive Healthcare Corp. (the “Company”) received written notice (the “Notice”) from the Listing Qualifications Department of The Nasdaq Stock Market LLC (“Nasdaq”) notifying the Company that, based upon the closing bid price of the Company’s common stock (Nasdaq symbol: DH) for the 30 consecutive business days from May 6, 2026 to June 17, 2026, the Company no longer meets the minimum bid price requirement of $1.00 per share set forth in Nasdaq Listing Rule 5450(a)(1) for continued listing on The Nasdaq Global Select Market.

The Notice states that the Company has a compliance period of 180 calendar days, or until December 15, 2026, to regain compliance with the minimum bid price requirement. If at any time during this compliance period the closing bid price of the Company’s common stock is at least $1.00 per share for a minimum of ten consecutive business days, Nasdaq will provide the Company written confirmation of compliance and the matter will be closed. Nasdaq may, in its discretion, require the Company to satisfy the minimum bid price requirement for a period in excess of ten consecutive business days before determining that the Company has demonstrated an ability to maintain long-term compliance.

The Notice further states that if the Company does not regain compliance during the initial 180-calendar-day compliance period, the Company may be eligible for an additional 180-calendar-day compliance period, provided that it meets the continued listing requirement for market value of publicly held shares and all other initial listing standards for The Nasdaq Capital Market (except the bid price requirement) and provides written notice of its intention to cure the deficiency during the second compliance period, by effecting a reverse stock split if necessary. If it appears to Nasdaq staff that the Company will not be able to cure the deficiency, or if the Company is otherwise not eligible for the additional compliance period, Nasdaq will provide notice that the Company’s securities will be subject to delisting.

The Notice has no immediate effect on the listing or trading of the Company’s common stock on The Nasdaq Global Select Market, and the Company’s common stock will continue to trade under the symbol “DH” during the compliance period.

The Company intends to actively monitor the closing bid price of its common stock and consider available options to regain compliance with the minimum bid price requirement, including such actions as effecting a reverse stock split. There can be no assurance that the Company will be able to regain compliance with the minimum bid price requirement during the initial compliance period or any additional compliance period, or that the Company will otherwise maintain compliance with the other Nasdaq listing requirements.

 


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.

 

 

 

 

DEFINITIVE HEALTHCARE CORP.

 

 

 

 

June 24, 2026

 

By:

/s/ Jonathan Paris

Date

 

Name:

Jonathan Paris

 

 

Title:

Chief Legal Officer

 


FAQ

What Nasdaq notice did Definitive Healthcare (DH) receive about its listing?

Definitive Healthcare received a Nasdaq notice stating its common stock no longer meets the $1.00 per share minimum bid price requirement. This determination is based on 30 consecutive business days from May 6, 2026 to June 17, 2026 with a closing bid below $1.00.

How long does Definitive Healthcare (DH) have to regain Nasdaq bid price compliance?

The company has an initial 180 calendar days, until December 15, 2026, to regain compliance. It must achieve a closing bid price of at least $1.00 per share for a minimum of ten consecutive business days during this compliance period to cure the deficiency.

Can Definitive Healthcare (DH) receive more time beyond the initial 180 days?

Yes. If it does not regain compliance in the initial period, the company may qualify for an additional 180‑day period. It must meet all initial listing standards for the Nasdaq Capital Market, except the bid price, and indicate plans to cure, potentially via a reverse stock split.

Does the Nasdaq notice immediately affect trading of Definitive Healthcare (DH) stock?

No. The notice has no immediate effect on listing or trading. Definitive Healthcare’s common stock will continue to trade on the Nasdaq Global Select Market under the symbol DH during the compliance period while the company evaluates its options to address the bid price issue.

What options is Definitive Healthcare (DH) considering to regain Nasdaq compliance?

The company intends to actively monitor its closing bid price and consider available options. These include actions such as effecting a reverse stock split, which could increase the per‑share price, in order to meet the $1.00 minimum bid price requirement.

What happens if Definitive Healthcare (DH) cannot cure the Nasdaq bid price deficiency?

If the company cannot regain compliance and is ineligible for or fails during a second 180‑day period, Nasdaq staff may notify it that its securities will be subject to delisting. In that scenario, Definitive Healthcare’s shares could lose their Nasdaq Global Select Market listing.

Filing Exhibits & Attachments

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