STOCK TITAN

Equus Total Return: NYSE flags average price below $1

Monthly price tests govern the six-month cure period, while an action requiring special-meeting approval has a separate 30-trading-day price test.

(Very High)

Sentiment and the balance of points

Rhea-AI Sentiment reads the wording of the document, how positive or negative its language is on a 1 to 5 scale. The balance of points shown with the takes weighs what the document actually discloses, so the two can disagree, for example when a trial that missed its main goal is described in upbeat language.

Form Type
8-K

Rhea-AI Filing Summary

Equus Total Return, Inc. (EQS) received a New York Stock Exchange notice on October 6, 2026, stating that its common stock’s average closing price was below $1.00 over a consecutive 30-trading-day period. The notice does not immediately affect listing or trading.

Equus plans to tell the NYSE by October 20, 2026, that it intends to cure the deficiency. It may regain compliance within six months after the notice if, on the last trading day of a calendar month during the cure period, its closing price is at least $1.00 and its 30-trading-day average ending that day is at least $1.00. The company is considering alternatives, including a reverse stock split. If it chooses an action requiring special-meeting stockholder approval, the price condition is met if the price promptly exceeds $1.00 and remains above that level for at least the following 30 trading days. Equus does not anticipate the notice affecting ongoing business operations or SEC reporting.

0 points · 0 major

How this balance works

Rhea-AI gives every point it takes from this document a weight. Minor counts 1, Moderate 3 and Major 9, so one Major point outweighs several Minor ones. The bar adds up the weights on each side, and when neither side holds more than 65% of the total the balance reads Mixed.

It reads the document as published, with the same rules for every company, and it does not look at what the market expected or at how the stock traded, so a point can be objectively good on a day the stock falls.

Rhea-AI Sentiment measures something else, the tone of the wording.

1 major · 1 point

How the balance works

Positive

  • None.

Negative

  • Major pointNYSE notice cites 30 trading days with an average closing price below $1.00.

Filing Explained

A reverse stock split is among the alternatives Equus says it will consider, not a disclosed action; if used, it would reduce the share count and raise the per-share price proportionally, without changing company value by itself.

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.
Item 7.01 Regulation FD Disclosure Disclosure
Material non-public information disclosed under Regulation Fair Disclosure, often investor presentations or guidance.
Item 9.01 Financial Statements and Exhibits Exhibits
Financial statements, pro forma financial information, or exhibit attachments filed with this report.
Minimum closing share price $1.00 per share Price condition for regaining compliance
Deficiency measurement period 30 trading days Consecutive period used to measure average closing price
Cure period Six months Period following receipt of the NYSE notice
Planned NYSE notification October 20, 2026 Equus plans to notify the NYSE of its intent to cure the deficiency by this date
notice of deficiency regulatory
"The notice is a notice of deficiency, not delisting"
A notice of deficiency is a formal written communication from a tax or regulatory authority saying it believes an entity owes additional tax, penalties, or other adjustments and setting out the proposed changes and the timeframe to respond or challenge. Think of it like an itemized bill or accusation that the company can dispute through administrative or court procedures. Investors watch these notices because they can indicate potential cash outflows, contingent liabilities, or unresolved disputes that may affect earnings and balance-sheet strength.
continued listing standards regulatory
"return to compliance with the NYSE's continued listing standards"
Ongoing rules a stock exchange requires a listed company to meet to keep its shares trading publicly, such as minimum share price, market value, timely financial reports, and governance practices. Think of it as a membership checklist for a club: falling short can lead to warnings or removal from the exchange, which can sharply reduce liquidity, investor confidence, and a stock’s value. Investors watch these standards to gauge regulatory risk and the stability of their holdings.
cure period regulatory
"during the cure period"
A cure period is a set amount of time given to a borrower, counterparty, or contracting party to fix a missed payment, breach, or other problem before more serious consequences—like penalties, higher interest, or contract termination—kick in. For investors, it matters because it creates a short grace window that can prevent immediate losses and influence the timing and likelihood of recovery; think of it like a few extra days to pay a bill before a service is cut off.
reverse stock split financial
"including, but not limited to, a reverse stock split"
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.

FAQ

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

Why did EQS receive an NYSE noncompliance notice?

Equus received the notice because its common stock’s average closing price was below $1.00 over a consecutive 30-trading-day period, below the minimum average closing price required for continued NYSE listing.

How can Equus regain NYSE compliance?

Equus may regain compliance within six months after receiving the notice if, on the last trading day of a calendar month during the cure period, its closing price and its average closing price over the 30-trading-day period ending that day are each at least $1.00.

Will EQS shares be delisted immediately?

No. The notice does not immediately affect the listing or trading of Equus common stock on the NYSE. The shares will continue to be listed and trade during the cure period, subject to Equus’s compliance with the NYSE’s other continued listing standards.

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

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Available on EDGAR Accepted by SEC EDGAR Learn about SEC filing dates

___________________________________________

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): October 6, 2026

 

EQUUS TOTAL RETURN, INC.

(Exact Name of Registrant as Specified in its Charter)

 

Delaware    814-00098 76-0345915
(State or Other Jurisdiction (Commission File (IRS Employer
Of Incorporation) Number) Identification No.)

 

 

700 Louisiana Street, 41st Floor Houston, Texas

 

 

77002

(Address of Principal Executive Offices) (Zip Code)

 

Registrant’s telephone number, including area code: (713) 529-0900

 

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 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))

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2). ☐

 

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

 

On October 6, 2026, Equus Total Return, Inc. (the “Company”) was notified by the New York Stock Exchange (the “NYSE”) that it is not in compliance with Section 802.01C of the NYSE Listed Company Manual because the average closing price of the Company’s Common Stock (the “Common Stock”) was less than $1.00 over a consecutive 30 trading-day period. The notice does not result in the immediate delisting of the Company’s Common Stock from the NYSE.

 

The Company plans to notify the NYSE by October 20, 2026 that it intends to cure the average closing stock price deficiency and to return to compliance with the NYSE's continued listing standards. The Company can regain compliance at any time within the six-month period following receipt of the NYSE's notice if on the last trading day of any calendar month during the cure period, the Company has (i) a closing share price of at least $1.00 and (ii) an average closing share price of at least $1.00 over the 30 trading-day period ending on the last trading day of that month.

 

The Company intends to consider available alternatives to cure the stock price non-compliance including, but not limited to, a reverse stock split. Under the NYSE’s rules, if the Company determines that it will cure the stock price deficiency by taking an action that will require stockholder approval at a special meeting of stockholders, the price condition will be deemed cured if the price promptly exceeds $1.00 per share, and the price remains above that level for at least the following 30 trading days.

 

The Company’s Common Stock will continue to be listed and trade on the NYSE during this period, subject to the Company’s ongoing compliance with the NYSE's other continued listing standards. Furthermore, the notice is not anticipated to impact the ongoing business operations of the Company or its reporting requirements with the U.S. Securities and Exchange Commission.

 

 

Item 7.01Regulation FD Disclosure.

 

As required by Section 802.01C of the NYSE Listed Company Manual, the Company issued a press release on October 13, 2026, announcing that it had received the notice of noncompliance with the NYSE’s continued listing standard. A copy of the press release is furnished herewith as Exhibit 99.1.

 

The information in this Item 7.01, including the information contained in Exhibit 99.1 of this Current Report on Form 8-K, is being furnished herewith and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities under that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended (the “Securities Act”), or the Exchange Act, regardless of any general incorporation language in such filing.

 

 

Item 9.01Financial Statements and Exhibits.

 

(d) Exhibits.

 

99.1       Press Release dated October 13, 2026.

 

 

 

 2 
 

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.

 

 

 

 

Equus Total Return, Inc.
Date:  October 13, 2026 By:  /s/ Kenneth I. Denos
  Name: Kenneth I. Denos
  Title: Secretary

 

 

 

 

 

 3 

 

EXHIBIT 99.1

Logo, company name

Description automatically generated

 

Contact:

 

Equus Total Return, Inc.
1-888-323-4533



EQUUS RECEIVES NOTICE OF NON-COMPLIANCE WITH

NEW YORK STOCK EXCHANGE SHARE PRICE RULE

 

Company Intends to Regain Compliance with NYSE Rule

Notice Has No Immediate Impact on the Listing or Trading of Equus Common Stock

 

HOUSTON, TX – October 13, 2026 – Equus Total Return, Inc. (NYSE: EQS) (“Equus” or the “Company”) announced today that it was notified by the New York Stock Exchange (the “NYSE”) on October 6, 2026, that it is not in compliance with Section 802.01C of the NYSE Listed Company Manual because the average closing price of the Company’s Common Stock (“Common Stock”) was less than $1.00 over a consecutive 30 trading-day period, which is the minimum average closing price required to maintain continued listing on the NYSE. The notice is a notice of deficiency, not delisting, and does not currently affect the listing or trading of the Company’s Common Stock on the NYSE.

 

The Company plans to notify the NYSE by October 20, 2026 that it intends to cure the average closing stock price deficiency and to return to compliance with the NYSE's continued listing standards. The Company can regain compliance at any time within the six-month period following receipt of the NYSE's notice if on the last trading day of any calendar month during the cure period, the Company has (i) a closing share price of at least $1.00 and (ii) an average closing share price of at least $1.00 over the 30 trading-day period ending on the last trading day of that month.

 

The Company intends to consider available alternatives to cure the stock price noncompliance including, but not limited to, a reverse stock split. Under the NYSE’s rules, if the Company determines that it will cure the stock price deficiency by taking an action that will require stockholder approval at a special meeting of stockholders, the price condition will be deemed cured if the price promptly exceeds $1.00 per share, and the price remains above that level for at least the following 30 trading days.

 

The Company’s Common Stock will continue to be listed and trade on the NYSE during this period, subject to the Company’s ongoing compliance with the NYSE's other continued listing standards. Furthermore, the notice is not anticipated to impact the ongoing business operations of the Company or its reporting requirements with the U.S. Securities and Exchange Commission.

 

About Equus

The Company is a business development company that trades as a closed-end fund on the New York Stock Exchange under the symbol "EQS". Additional information on the Company may be obtained from the Company’s website at www.equuscap.com.

 

This press release may contain certain forward-looking statements regarding future circumstances. These forward-looking statements are based upon the Company’s current expectations and assumptions and are subject to various risks and uncertainties that could cause actual results to differ materially from those contemplated in such forward-looking statements including, in particular, the performance of the Company, including our ability to achieve our expected financial and business objectives, and the other risks and uncertainties described in the Company’s filings with the SEC. Actual results, events, and performance may differ. Readers are cautioned not to place undue reliance on these forward-looking statements, which speak only as to the date hereof. Except as required by law, the Company undertakes no obligation to release publicly any revisions to these forward-looking statements that may be made to reflect events or circumstances after the date hereof or to reflect the occurrence of unanticipated events. The inclusion of any statement in this release does not constitute an admission by the Company or any other person that the events or circumstances described in such statements are material.

Filing Exhibits & Attachments

1 document

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