Enveric Biosciences gets Nasdaq equity deficiency notice

Enveric Biosciences, Inc. reported that Nasdaq has notified the company it is not meeting the minimum stockholders’ equity requirement for continued listing on the Nasdaq Capital Market.

Rhea-AI Filing Summary

Enveric Biosciences, Inc. reported that Nasdaq has notified the company it is not meeting the minimum stockholders’ equity requirement for continued listing on the Nasdaq Capital Market. Nasdaq Listing Rule 5550(b)(1) requires at least $2,500,000 of stockholders’ equity, while Enveric’s Form 10-Q for the period ended June 30, 2025, reported stockholders’ equity of $2,184,769.

The company also does not meet Nasdaq’s alternative standards based on market value of listed securities or net income from continuing operations. Enveric has 45 calendar days, until October 10, 2025, to submit a plan to regain compliance, and Nasdaq may grant up to a 180-day extension if the plan is accepted. If the plan is not accepted, Enveric could appeal the determination to a Nasdaq Hearings Panel, and the company states that it intends to submit a compliance plan and monitor its stockholders’ equity.

Positive

• None.

Negative

• Nasdaq equity deficiency and listing risk: Enveric’s stockholders’ equity of $2,184,769 is below Nasdaq’s $2,500,000 minimum, and it does not meet alternative market value or net income standards, creating a risk of eventual delisting if compliance is not regained.

Insights

Equity Capital Markets Analyst

Nasdaq equity deficiency notice introduces listing risk for Enveric.

Enveric Biosciences has fallen below Nasdaq’s minimum stockholders’ equity requirement of $2,500,000, with reported equity of $2,184,769 as of the period ended June 30, 2025. The company also does not qualify under Nasdaq’s alternative tests for market value of listed securities or net income from continuing operations, so it currently fails all three standard quantitative criteria for the Nasdaq Capital Market.

Under Nasdaq rules, Enveric has 45 calendar days, until October 10, 2025, to submit a compliance plan, and the Staff may allow up to a 180-day window from the notice date to regain compliance. If the plan is rejected, Enveric could appeal to a Nasdaq Hearings Panel, which introduces procedural uncertainty and potential timing variability.

The company indicates it intends to submit a plan and evaluate available options to restore compliance with the stockholders’ equity standard. Actual outcomes will depend on how stockholders’ equity changes over the allowed period and on Nasdaq’s assessment of any proposed measures.

8-K Event Classification

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

1 item

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, failed to satisfy a continued-listing rule or standard, or transferred its listing.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What did Enveric Biosciences (ENVB) disclose in this 8-K filing?

Enveric Biosciences disclosed that Nasdaq notified the company it is not in compliance with the Nasdaq Capital Market’s minimum stockholders’ equity requirement for continued listing under Listing Rule 5550(b)(1).

Why is Enveric Biosciences currently out of compliance with Nasdaq rules?

Nasdaq requires stockholders’ equity of at least $2,500,000, but Enveric’s Form 10-Q for the period ended June 30, 2025, reported stockholders’ equity of $2,184,769, and the company also does not meet Nasdaq’s alternative market value or net income standards.

How long does Enveric Biosciences have to regain compliance with Nasdaq requirements?

Enveric has 45 calendar days, until October 10, 2025, to submit a plan to regain compliance, and if Nasdaq Staff accepts the plan, they may grant up to 180 calendar days from the notice date to regain compliance with the stockholders’ equity requirement.

What happens if Nasdaq does not accept Enveric’s compliance plan?

If Nasdaq Staff does not accept the compliance plan, they will notify Enveric in writing, and the company may then appeal the determination to a Nasdaq Hearings Panel.

What actions does Enveric Biosciences plan to take in response to the Nasdaq notice?

Enveric states that it intends to submit a compliance plan to Nasdaq on or before October 10, 2025, monitor its stockholders’ equity, and consider further available options to regain compliance with the stockholders’ equity requirement.

Does the Nasdaq deficiency letter immediately affect trading of ENVB shares?

The company states that the notification has no immediate effect on the continued listing of its common stock on the Nasdaq Capital Market, as long as it continues to meet other listing requirements while it pursues compliance.

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

Understanding 8-K Material Events →

See more from StockTitan in Google Search and AI answers. Adds StockTitan as a preferred source · opens Google

Add on Google Not now

Accepted by SEC EDGAR 08/29/2025 - 05:10 PM Learn about SEC filing dates

false 0000890821 0000890821 2025-08-26 2025-08-26 iso4217:USD xbrli:shares iso4217:USD xbrli:shares

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 ExchangeAct of 1934

August 26, 2025

Date of Report (Date of earliest event reported)

Enveric Biosciences, Inc.

(Exact name of registrant as specified in its charter)

Delaware		001-38286		95-4484725
(State or other jurisdiction of incorporation)		(Commission File Number)		(I.R.S. Employer Identification No.)

Enveric Biosciences, Inc.

4851 Tamiami Trail N, Suite 200

Naples, FL 34103

(Address of principal executive offices) (Zip code)

Registrant’s telephone number, including area code: (239) 302-1707

N/A

(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 SecuritiesAct (17 CFR 230.425)
☐	Soliciting material pursuant to Rule 14a-12 under the ExchangeAct (17 CFR 240.14a-12)
☐	Pre-commencement communications pursuant to Rule 14d-2(b) under the ExchangeAct (17 CFR 240.14d-2(b))
☐	Pre-commencement communications pursuant to Rule 13e-4(c) under the ExchangeAct (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of theAct:

Title of each class		Trading Symbol(s)		Name of each exchange on which registered
Common stock, par value $0.01 per share		ENVB		The Nasdaq Stock Market

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 ExchangeAct 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 ExchangeAct. ☐

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

On August 26, 2025, Enveric Biosciences, Inc. (the “Company”) received a deficiency letter from the Listing Qualifications Department (the “Staff”) of the Nasdaq Stock Market (“Nasdaq”) notifying the Company that it is not in compliance with the minimum stockholders’ equity requirement for continued listing on the Nasdaq Capital Market. Nasdaq Listing Rule 5550(b)(1) requires companies listed on the Nasdaq Capital Market to maintain stockholders’ equity of at least $2,500,000 (the “Stockholders’Equity Requirement”). The Company’s Quarterly Report on Form 10-Q for the period ended June 30, 2025, reported stockholders’ equity of $2,184,769. As of the date of this Current Report on Form 8-K, the Company does not have a market value of listed securities of $35 million, or net income from continued operations of $500,000 in the most recently completed fiscal year or in two of the last three most recently completed fiscal years, the alternative quantitative standards for continued listing on the Nasdaq Capital Market.

The notification received has no immediate effect on the Company’s continued listing on the Nasdaq Capital Market, subject to the Company’s compliance with the other continued listing requirements. In accordance with Nasdaq rules, the Company has been provided 45 calendar days, or until October 10, 2025, to submit a plan to regain compliance (the “Compliance Plan”). If the Compliance Plan is acceptable to the Staff, they may grant an extension of 180 calendar days from the date of the Staff notification to regain compliance with the Stockholders’Equity Requirement.

If the Staff does not accept the Compliance Plan, the Staff will provide written notification to the Company that the Compliance Plan has been rejected. At that time, the Company may appeal the Staff’s determination to a Nasdaq Hearings Panel.

The Company intends to submit the Compliance Plan on or before October 10, 2025, monitor its stockholders’ equity and, if appropriate, consider further available options to regain compliance with the Stockholders’Equity Requirement.

Forward-Looking Statements

This Current Report on Form 8-K contains forward-looking statements and forward-looking information within the meaning of applicable securities laws. These statements relate to future events or future performance. Generally, forward-looking statements and information may be identified by the use of forward-looking terminology such as “plans,”“ expects” “proposes,” “budgets,” “schedules,” “estimates,” “forecasts,” “intends,” “anticipates,” or “believes,” or variations of such words and phrases, or by the use of words or phrases which state that certain actions, events or results may, could, would, or might occur or be achieved. Forward-looking statements may include statements regarding beliefs, plans, expectations, or intentions regarding the future and are based on the beliefs of management as well as assumptions made by and information currently available to management. Actual results could differ materially from those contemplated by the forward-looking statements as a result of various factors. Although the Company believes that the expectations reflected in the forward-looking statements are reasonable based on information currently available, the Company cannot assure you that the expectations will prove to have been correct. Accordingly, you should not place undue reliance on these forward-looking statements. In any event, these statements speak only as of the date of this Current Report on Form 8-K. The parties undertake no obligation to revise or update any of the forward-looking statements to reflect events or circumstances after the date of this Current Report on Form 8-K or to reflect new information or the occurrence of unanticipated events.

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 hereunto duly authorized.

Date: August 29, 2025	ENVERIC BIOSCIENCES, INC.
	By:	/s/ Joseph Tucker
		Joseph Tucker
		Chief Executive Officer