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Dyadic International, Inc. reported that it received a Nasdaq deficiency notice on December 19, 2025 because its common stock failed to maintain the required minimum bid price of $1 per share for 30 consecutive business days under Nasdaq Listing Rule 5550(a)(2). The notice does not immediately affect trading of the shares on the Nasdaq Capital Market.
The company has 180 calendar days, until June 17, 2026, to regain compliance by having its bid price close at or above $1 per share for at least 10 consecutive business days. If it does not regain compliance by that date, Dyadic may qualify for an additional 180-day grace period if it meets other initial listing standards and notifies Nasdaq of its plan to cure the deficiency. Otherwise, its shares could be subject to delisting, though Dyadic would have the right to appeal. The company states it plans to actively monitor its share price and evaluate options to address the issue.
Dyadic International (DYAI) filed its Q3 2025 report, showing lower revenue and a wider loss as it shifts toward commercial applications of its Dapibus and C1 protein platforms. Total revenue was $1,164,617 for the quarter (vs. $1,957,500 a year ago), driven by grant revenue and research services. Net loss was $1,976,012 (vs. $203,460), or $0.06 per share, as operating expenses and grant-related costs rose.
Liquidity improved with financing and awards. On August 1, the company completed an underwritten offering of 6,052,000 shares at $0.95, generating $4.9 million in net proceeds. As of September 30, 2025, Dyadic reported cash, cash equivalents, restricted cash and investments totaling about $10.4 million, and stated these resources are expected to cover at least the next 12 months. The company continued execution under a $3.09 million Gates Foundation grant and a CEPI award under which Dyadic may receive up to $2.4 million as a subcontractor.
Convertible notes issued in March 2024 remain outstanding at 8% interest, with a $1.40 conversion price set by amendment; a related trust purchased $1.0 million of the notes in September. Shares outstanding were 36,187,798 as of November 11, 2025.
Dyadic International, Inc. filed an 8-K describing two key updates. First, the company furnished a press release highlighting recent milestone achievements and business developments.
More importantly, Dyadic reports it has regained full compliance with Nasdaq listing standards. Its market value of listed securities was at least $35 million for 10 consecutive business days from September 16 to September 30, 2025, satisfying Nasdaq Listing Rule 5550(b)(2). In addition, its common stock maintained a closing bid price of at least $1.00 per share for 10 consecutive business days from September 19 to October 2, 2025, restoring compliance with Nasdaq Listing Rule 5550(a)(2) and closing prior deficiency matters.
Mark A. Emalfarb, who is listed as CEO, a director and a >10% owner of Dyadic International, purchased a $1,000,000 principal Senior Secured Convertible Promissory Note of Dyadic International on 09/15/2025. The note accrues interest at 8% per annum payable quarterly and matures on March 8, 2027 unless earlier converted, repurchased, or redeemed.
The note is convertible at $1.40 per share, representing 714,286 underlying common shares if converted in full. The reported ownership is held indirectly through the Mark A Emalfarb Trust U/A/ DTD 10/1/1987. The Form 4 was signed by an attorney-in-fact on behalf of the reporting person on 09/17/2025.
Dyadic International, Inc. reported that it entered into an amendment to its existing Security Agreement covering its Senior Secured Convertible Promissory Notes due March 8, 2027. The amendment, dated September 15, 2025, was executed with a majority of the current noteholders.
The amendment replaces Schedule A of the Security Agreement to update the list of secured parties. These updates include adding a trust established for the benefit of Dyadic’s CEO, Mark Emalfarb, following his purchase and assignment to him of one of the company’s senior secured convertible notes with a principal amount of $1,000,000.
Bandera Partners LLC, together with Managing Members Gregory Bylinsky and Jefferson Gramm, filed an amended Schedule 13G reporting ownership of 1,383,308 shares of Dyadic International, Inc. common stock as of June 30, 2025. Those shares represent 4.6% of the outstanding class based on 30,090,661 shares reported by the issuer on May 13, 2025. The shares are directly held by Bandera Master Fund L.P.; Bandera Partners is the investment manager with authority to vote and dispose of the shares, and Messrs. Bylinsky and Gramm are reported as managing members with shared voting and dispositive power. The filing states the position is held in the ordinary course of business and not for control purposes.
Dyadic International, Inc. filed a Form 8-K to let investors know it has released its financial results for the quarter ended June 30, 2025. The company distributed these results through a press release dated August 13, 2025.
The press release is included as Exhibit 99.1 and is described as being furnished rather than filed under the securities laws, which affects how it is treated for liability and incorporation into other SEC filings.
Dyadic International, Inc. reported results for the quarter ended June 30, 2025, showing revenue growth and a smaller operating loss versus the prior year. Total revenue was $966,630 for the quarter (versus $385,896 a year earlier) and $1,360,202 for the six months (versus $720,513). Net loss for the quarter was $(1,793,774) compared with $(2,045,223) a year ago; six-month net loss was $(3,821,353) versus $(4,054,819). Basic and diluted loss per share was $(0.06) for the quarter and $(0.13) for six months.
Balance sheet and liquidity highlights show cash and cash equivalents of $2,140,899 and restricted cash of $1,833,531 related to the Gates Foundation grant. Total assets were $8.14 million and total liabilities $8.67 million, producing stockholders' equity of $(529,701). Convertible notes net carrying amounts were $1,070,971 (related party) and $3,930,170 (third party). Post-period the company closed an offering on August 1, 2025 that generated net proceeds of approximately $5.3 million; management states existing funds plus the offering are expected to cover at least 12 months, subject to assumptions stated in the filing.