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  4. [8-K] Edible Garden AG Inc Reports Material Event

Edible Garden (Nasdaq: EDBL) keeps listing under bid-price conditions

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

Rhea-AI Filing Summary

Edible Garden AG Incorporated received a favorable decision from a Nasdaq Hearings Panel granting continued listing on The Nasdaq Stock Market, subject to demonstrating compliance with Nasdaq Listing Rule 5550(a)(2), which requires a minimum closing bid price of at least $1.00 per share on or before August 15, 2026. The Panel will retain jurisdiction over the listing through November 23, 2026, with ongoing oversight and additional conditions.

To support compliance, the Company effected a 1-for-45 reverse stock split of its common stock, effective July 13, 2026, after which the closing bid price has remained at or above $1.00 per share, pending formal confirmation of compliance. Management highlighted continued focus on expanding the Webster City, Iowa ready-to-drink manufacturing hub and executing its Farm-to-Formula® strategy in higher-margin nutrition categories.

Positive

  • Nasdaq Hearings Panel granted conditional continued listing, giving Edible Garden time until August 15, 2026 to meet the $1.00 per share bid price requirement.
  • Following a 1-for-45 reverse stock split effective July 13, 2026, the Company’s closing bid price has stayed at or above $1.00 per share, supporting its compliance efforts.

Negative

  • Continued listing remains conditional; failure to maintain the $1.00 per share minimum bid price or meet other Nasdaq standards could jeopardize Edible Garden’s Nasdaq listing.
  • The Nasdaq Hearings Panel will oversee the Company’s listing status through November 23, 2026, reflecting ongoing regulatory scrutiny and compliance risk.
Nasdaq minimum bid price $1.00 per share Nasdaq Listing Rule 5550(a)(2) minimum closing bid requirement
Bid price compliance deadline August 15, 2026 Date by which the company must demonstrate compliance with the Bid Price Rule
Panel oversight period end November 23, 2026 Date through which the Nasdaq Hearings Panel maintains jurisdiction over the listing
Reverse stock split ratio 1-for-45 Reverse split of common stock effective July 13, 2026
Retail locations over 6,000 Number of retail locations carrying Edible Garden products in the Americas
Nasdaq Hearings Panel regulatory
"the Nasdaq Hearings Panel has granted the Company's request"
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.
Bid Price Rule regulatory
"the Company will demonstrate or maintain compliance with the Bid Price Rule"
reverse stock split financial
"the Company effected a 1-for-45 reverse stock split of its common stock"
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.
controlled environment agriculture (CEA) technical
"a leader in controlled environment agriculture (CEA), organic and sustainable produce"
Controlled environment agriculture (CEA) is growing crops inside enclosed systems—such as greenhouses or stacked indoor farms—where light, temperature, humidity and nutrients are precisely managed to produce food year-round and often more efficiently than outdoor fields. For investors it matters because CEA is capital- and technology-intensive, offering potential for higher yields, predictable supply and premium products, but also exposing returns to energy, equipment and scale-up risks.
Farm-to-Formula® technical
"supporting its Farm-to-Formula® strategy and its transformation"
ready-to-drink (RTD) technical
"into a dedicated ready-to-drink (RTD) clean nutrition manufacturing hub"
Ready-to-drink (RTD) are pre-mixed beverages sold in bottles, cans, or cartons that consumers can drink immediately without preparation, covering both alcoholic and nonalcoholic products. Investors pay attention to RTD because these products act like a fast-moving, convenience-focused version of a brand’s portfolio—their ease of use, shelf life, packaging and distribution can drive faster sales, higher repeat purchases and different margins compared with products that require mixing or on-site preparation.

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FAQ

What did the Nasdaq Hearings Panel decide about Edible Garden (EDBL)?
The Panel granted Edible Garden continued listing on Nasdaq, subject to meeting the Bid Price Rule. The Company must show a closing bid of at least $1.00 per share by August 15, 2026, under Panel oversight through November 23, 2026.

What is the Nasdaq Bid Price Rule affecting Edible Garden (EDBL)?
Nasdaq Listing Rule 5550(a)(2) requires Edible Garden’s stock to maintain a minimum closing bid price of $1.00 per share. The Company must demonstrate compliance with this rule on or before August 15, 2026 to satisfy the Panel’s listing conditions.

How is Edible Garden (EDBL) trying to comply with Nasdaq’s bid-price requirement?
Edible Garden implemented a 1-for-45 reverse stock split effective July 13, 2026. Since then, the closing bid price has remained at or above $1.00 per share, supporting efforts to meet Nasdaq’s Bid Price Rule, subject to confirmation by Nasdaq staff.

What strategic projects is Edible Garden (EDBL) emphasizing after the Nasdaq decision?
Management is focusing on building out the Webster City, Iowa ready-to-drink facility, advancing its Farm-to-Formula® strategy, and moving into higher-margin nutrition categories, while also working to take further cost out of the business over the coming months.

Where does Edible Garden (EDBL) operate and sell its products?
Edible Garden’s products are available in over 6,000 retail locations across the United States, Caribbean, and South America. It operates facilities in Michigan, Iowa, and New Jersey, and partners with contract growers near major U.S. markets to enhance freshness and sustainability.

What is Edible Garden (EDBL)’s Farm-to-Formula strategy and Webster City expansion?
The Company is expanding its Prairie Hills facility in Webster City, Iowa into a ready-to-drink clean nutrition hub. This supports its Farm-to-Formula® strategy, aiming to shift toward higher-margin, shelf-stable nutrition categories alongside its controlled environment agriculture operations.

EXHIBIT 99.1

  

  

Edible Garden Receives Favorable Decision from Nasdaq Hearings Panel

 

Company Advances Farm-to-Formula® Strategy and Webster City Ready-to-Drink Manufacturing Buildout

 

BELVIDERE, NJ, July 28, 2026 — Edible Garden AG Incorporated (“Edible Garden” or the “Company”) (Nasdaq: EDBL, EDBLW), a leader in controlled environment agriculture (CEA), organic and sustainable produce, and developer of the Zero-Waste Inspired® mission and Farm-to-Formula® platform, today announced that the Nasdaq Hearings Panel has granted the Company's request for continued listing on The Nasdaq Stock Market, subject to the condition that the Company demonstrate compliance with Nasdaq Listing Rule 5550(a)(2), which requires a minimum closing bid price of at least $1.00 per share, on or before August 15, 2026.

 

As previously announced, the Company effected a 1-for-45 reverse stock split of its common stock, effective July 13, 2026. Since the reverse stock split became effective, the closing bid price of the Company's common stock has remained at or above $1.00 per share. Compliance with the Bid Price Rule remains subject to confirmation by the Nasdaq Listing Qualifications Staff.

 

“We’re pleased with the Panel’s decision,” said Jim Kras, Chief Executive Officer of Edible Garden. “It keeps our attention where it belongs — on building out the Webster City ready-to-drink facility, moving into higher-margin nutrition categories, and continuing to take cost out of the business. We expect to have more to report on each of these in the coming months.”

 

The Panel will maintain jurisdiction over the Company’s listing through November 23, 2026, and the decision is subject to additional conditions and continued Panel oversight during that period. Additional information regarding the Panel’s decision and its terms is available in the Company’s Current Report on Form 8-K filed with the Securities and Exchange Commission on July 28, 2026.

 

There can be no assurance that the Company will demonstrate or maintain compliance with the Bid Price Rule or remain in compliance with Nasdaq’s other continued listing standards.

 

 
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ABOUT EDIBLE GARDEN®

 

Edible Garden AG Incorporated is a leader in controlled environment agriculture (CEA), delivering organic, better-for-you, sustainable produce and products through its Zero-Waste Inspired® next-generation farming model. Available in over 6,000 retail locations across the United States, Caribbean, and South America, Edible Garden is at the forefront of the CEA and sustainability technology movement, distinguished by its advanced safety-in-farming protocols, sustainable packaging, patented GreenThumb software, and innovative Self-Watering in-store displays. The Company operates state-of-the-art, vertically integrated greenhouses and processing facilities, including Edible Garden Heartland in Grand Rapids, Michigan; Edible Garden Prairie Hills in Webster City, Iowa; and its headquarters at Edible Garden Belvidere in New Jersey. It also partners with a network of contract growers strategically located near major U.S. markets to ensure freshness and reduce environmental impact. The Company is also expanding its Prairie Hills facility in Webster City, Iowa, into a dedicated ready-to-drink (RTD) clean nutrition manufacturing hub, supporting its Farm-to-Formula® strategy and its transformation into higher-margin, shelf-stable nutrition categories.

 

Edible Garden’s proprietary GreenThumb 2.0 software—protected by U.S. Patents US 11,158,006 B1, US 11,410,249 B2, and US 11,830,088 B2—optimizes vertical and traditional greenhouse growing conditions while aiming to reduce food miles. Its patented Self-Watering display (U.S. Patent No. D1,010,365) is designed to extend plant shelf life and elevate in-store presentation. In addition to its core CEA operations, Edible Garden owns three patents in advanced aquaculture technologies: a closed-loop shrimp farming system (US 6,615,767 B1), a modular recirculating aquaculture setup with automated water treatment and feeding (US 10,163,199 B2), and a sensor-driven ammonia control method utilizing electrolytic chlorine generation (US 11,297,809 B1).

 

The Company has been recognized as a FoodTech 500 firm by Forward Fooding, is a multi-year participant in Walmart’s Project Gigaton and a Giga Guru designee and has received NRG’s Excellence in Energy Award for its commitment to measurable environmental performance and energy stewardship. Edible Garden also develops and markets a growing line of nutrition and specialty food products, including Vitamin Way® and Vitamin Whey®—plant and whey protein powders—and Kick. Sports Nutrition, a premium performance line for health-conscious athletes seeking cleaner, better-for-you options. The Company’s offerings further include fresh, sustainable condiments such as Pulp fermented gourmet and chili-based sauces, as well as Pickle Party, a collection of fermented fresh pickles and krauts.

 

Learn more at https://ediblegardenag.com

For Pulp products, visit https://www.pulpflavors.com.

For Vitamin Whey® products, visit https://vitaminwhey.com.

For Kick. Sports Nutrition products, visit https://kicksportsnutrition.net/

 

Watch the Company’s latest corporate video here.

 

 
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FORWARD-LOOKING STATEMENTS

 

This press release contains “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Words such as “believe,” “can,” “could,” “expect,” “may,” “plan,” “will” and similar expressions are intended to identify forward-looking statements, although not all forward-looking statements contain these words. These statements include, without limitation, statements regarding the Company’s ability to demonstrate and maintain compliance with the Bid Price Rule and Nasdaq’s other continued listing standards, the development of the Company’s ready-to-drink manufacturing facility in Webster City, Iowa, and the Company’s Farm-to-Formula® strategy. Forward-looking statements are based on the Company’s current expectations and are subject to risks and uncertainties that could cause actual results to differ materially from those expressed or implied, including those described in the “Risk Factors” section and other sections of the Company’s reports filed with the Securities and Exchange Commission. All forward-looking statements speak only as of the date on which they are made, and the Company undertakes no duty to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.

 

Investor Contacts:

Crescendo Communications, LLC

212-671-1020

EDBL@crescendo-ir.com

 

 
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Source: View Original Filing on SEC EDGAR

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