Nasdaq gives Elite Express (ETS) more time to fix sub-$1 share price

(Moderate)

(Neutral)

Form Type

8-K

Rhea-AI Filing Summary

Elite Express Holding Inc. received an additional 180-day period from Nasdaq, until October 26, 2026, to regain compliance with the exchange’s minimum bid price rule of $1.00 per share. The company previously fell out of compliance after its stock traded below this level for 30 consecutive business days.

The company remains listed on The Nasdaq Capital Market during this second compliance period. To regain compliance, its closing bid price must be at least $1.00 per share for a minimum of 10 consecutive business days. Elite Express has indicated it may use a reverse stock split, within a range already approved by stockholders, if needed.

If the company does not meet the minimum bid price requirement by October 26, 2026, Nasdaq may initiate delisting of its securities. The company states it intends to use reasonable efforts to regain and maintain compliance but cannot assure success.

Positive

Additional Nasdaq compliance period granted: Nasdaq has provided Elite Express Holding Inc. with a second 180-day period, until October 26, 2026, to regain the $1.00 minimum bid price, avoiding immediate delisting.

Negative

Heightened delisting risk if bid price is not restored: If Elite Express does not achieve at least a $1.00 closing bid for 10 consecutive business days by October 26, 2026, Nasdaq may delist its securities from The Nasdaq Capital Market.

Insights

Nasdaq grants more time, but delisting risk still hangs over Elite Express.

Elite Express Holding Inc. has secured a second 180-day window, until October 26, 2026, to restore its share price to Nasdaq’s $1.00-per-share minimum bid requirement. This avoids immediate delisting and confirms it still meets other Nasdaq Capital Market listing criteria.

Regaining compliance requires the stock to close at or above $1.00 for at least 10 consecutive business days. The company has signaled it may execute a reverse stock split, already authorized by shareholders, as a tool to lift the trading price if organic appreciation does not occur.

If the minimum bid price standard is not met by October 26, 2026, Nasdaq can move to delist the shares, which would likely shift trading to an over-the-counter venue and reduce liquidity. The eventual outcome depends on future share price performance and any corporate actions, including a potential reverse split.

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 or transferred its listing to a different exchange.

Key Figures

Second compliance period length: 180 calendar days Minimum bid requirement: $1.00 per share Required compliant trading streak: 10 consecutive business days +3 more

6 metrics

Second compliance period length 180 calendar days Additional Nasdaq bid price compliance window ending October 26, 2026

Minimum bid requirement $1.00 per share Nasdaq Listing Rule 5550(a)(2) minimum bid price standard

Required compliant trading streak 10 consecutive business days Period closing bid must be at least $1.00 to regain compliance

Second compliance deadline October 26, 2026 End of Nasdaq’s extended period to regain minimum bid compliance

Initial compliance deadline April 29, 2026 End of first 180-day period following October 31, 2025 deficiency notice

Non-compliance observation period 30 consecutive business days Period of sub-$1.00 bids that triggered Nasdaq deficiency letter

Key Terms

Nasdaq Listing Rule 5550(a)(2), minimum bid price requirement, reverse stock split, Nasdaq Capital Market, +1 more

5 terms

Nasdaq Listing Rule 5550(a)(2) regulatory

"not in compliance with the minimum bid price requirement set forth in Nasdaq Listing Rule 5550(a)(2)"

minimum bid price requirement market

"not in compliance with the minimum bid price requirement set forth in Nasdaq Listing Rule 5550(a)(2)"

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

"intention to cure the deficiency during the Second Compliance Period, if necessary, by effecting 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.

Nasdaq Capital Market market

"initial listing on The Nasdaq Capital Market, other than the bid price requirement"

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.

emerging growth company regulatory

"Emerging growth company x"

An emerging growth company is a recently public or smaller public firm that qualifies for temporary, lighter regulatory and disclosure rules to reduce the cost and effort of being public. For investors, it means the company may provide less historical financial detail and face fewer reporting requirements than larger firms, so it can grow more quickly but also carries higher uncertainty—like buying a promising early-stage product with fewer user reviews.

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

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Accepted by SEC EDGAR 04/30/2026 - 04:10 PM

FAQ

What did Nasdaq decide regarding Elite Express Holding Inc. (ETS) listing status?

Nasdaq granted Elite Express an additional 180-day period, until October 26, 2026, to regain compliance with its $1.00 minimum bid price rule. This means the company avoids immediate delisting but must raise its share price to maintain its Nasdaq Capital Market listing.

Why is Elite Express Holding Inc. (ETS) out of compliance with Nasdaq rules?

Elite Express fell out of compliance because its closing bid price stayed below $1.00 per share for 30 consecutive business days, violating Nasdaq Listing Rule 5550(a)(2). This rule requires listed securities on The Nasdaq Capital Market to maintain a minimum $1.00 bid to continue trading there.

How can Elite Express Holding Inc. (ETS) regain Nasdaq bid price compliance?

Elite Express can regain compliance if its closing bid price reaches at least $1.00 per share for a minimum of 10 consecutive business days during the extension. The company has indicated it may effect a reverse stock split, within a shareholder-approved range, if necessary.

What happens if Elite Express Holding Inc. (ETS) fails to regain compliance by October 26, 2026?

If the company has not restored its bid price to at least $1.00 for 10 consecutive business days by October 26, 2026, Nasdaq may issue a written notice that its securities are subject to delisting. That could eventually move trading off The Nasdaq Capital Market to less liquid venues.

Does the Nasdaq notification immediately affect trading in Elite Express Holding Inc. (ETS) stock?

The notification does not immediately affect the listing or trading of Elite Express securities on The Nasdaq Capital Market. Shares continue to trade as before while the company uses the second 180-day compliance period to attempt to meet the minimum bid price requirement.

Is Elite Express Holding Inc. (ETS) planning a reverse stock split?

The company has stated it will consider a reverse stock split, within a ratio range already approved by its stockholders, as one option to regain compliance with Nasdaq’s $1.00 minimum bid price rule. However, it has not committed to a specific split ratio or timing.

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

April 30, 2026

Date of Report (Date of earliest event reported)

Elite Express Holding Inc.

(Exact Name of Registrant as Specified in its Charter)

Delaware		001-42811		99-2516128
(State or other jurisdiction of incorporation)		(Commission File Number)		(I.R.S. Employer Identification No.)

23046 Avenida De La Carlota, Suite 600

Laguna Hills, CA

92653

(Address of Principal Executive Offices)

(Zip Code)

(949) 758-0650

Registrant’s telephone number, including area code

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

¨	Soliciting material pursuant to Rule 14a-12 under the Exchange Act

¨	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act

¨	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act

Securities registered pursuant to Section 12(b) of the Act:

Title of each class		Trading Symbol(s)		Name of each exchange on which registered
Class A Common Stock		ETS		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 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).

Emerging growth company x

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

As previously disclosed, on October 31, 2025, Elite Express Holding Inc. (the “Company”) received a deficiency letter 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 listed security for the previous 30 consecutive business days, the Company was not in compliance with the minimum bid price requirement set forth in Nasdaq Listing Rule 5550(a)(2), which requires listed securities to maintain a minimum bid price of $1.00 per share. The deficiency letter provided the Company with 180 calendar days, or until April 29, 2026, to regain compliance.

On April 30, 2026, the Company received a notification from Nasdaq (the “Notification”) advising that, although the Company had not regained compliance with the minimum bid price requirement, Nasdaq determined that the Company is eligible for an additional 180 calendar days, or until October 26, 2026 (the “Second Compliance Period”), to regain compliance. The Notification indicated that Nasdaq’s determination was based on the Company meeting the continued listing requirement for market value of publicly held shares and all other applicable requirements for initial listing on The Nasdaq Capital Market, other than the bid price requirement, and the Company’s written notice of its intention to cure the deficiency during the Second Compliance Period, if necessary, by effecting a reverse stock split.

If at any time during the Second Compliance Period the closing bid price of the Company’s listed securities is at least $1.00 per share for a minimum of 10 consecutive business days, subject to Nasdaq’s discretion under the Nasdaq Listing Rules, Nasdaq will provide written confirmation of compliance and the matter will be closed. The Notification has no immediate effect on the listing or trading of the Company’s securities on The Nasdaq Capital Market.

The Company intends to continue monitoring the bid price of its listed securities and will consider available options to regain compliance with Nasdaq Listing Rule 5550(a)(2), including, if necessary, effecting a reverse stock split at a ratio within the range previously approved by the Company’s stockholders. If the Company does not regain compliance by October 26, 2026, Nasdaq will provide written notification that the Company’s securities will be subject to delisting. Although the Company intends to use all reasonable efforts to regain compliance with Nasdaq Listing Rule 5550(a)(2), there can be no assurance that the Company will regain compliance during the Second Compliance Period or otherwise maintain compliance with Nasdaq’s continued 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 hereunto duly authorized.

Date: April 30, 2026

	Elite Express Holding Inc.

	By:	/s/ Yidan Chen
		Yidan Chen
		Chief Executive Officer, President and Director

Source: View Original Filing on SEC EDGAR

Filing Exhibits & Attachments

3 documents