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Global Interactive Technologies (NASDAQ: GITS) faces Nasdaq non-compliance over late 10-K and 10-Q filings

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

Rhea-AI Filing Summary

Global Interactive Technologies, Inc. reported that Nasdaq’s Listing Qualifications Staff issued a delinquency compliance alert on May 21, 2026 because the company has not filed its Q1 2026 Form 10-Q and remains delinquent on its Form 10-K for the year ended December 31, 2025. This means the company is not meeting Nasdaq’s continued listing requirements under Nasdaq Listing Rule 5250(c)(1), which requires timely filing of all required SEC reports.

Any additional exception from Nasdaq Staff to regain compliance with all delinquent filings is limited to a maximum of 180 calendar days from the Form 10-K due date, ending on October 12, 2026. The company must submit an update to its original compliance plan to Nasdaq by June 22, 2026 and states that it intends to do so.

Positive

  • None.

Negative

  • Nasdaq listing non-compliance and deadline window: The company has not filed its Form 10-K for the year ended December 31, 2025 or its Q1 2026 Form 10-Q, is out of compliance with Nasdaq Listing Rule 5250(c)(1), and faces a limited exception period ending October 12, 2026 to resolve all delinquent filings.

Insights

Nasdaq non-compliance raises listing risk unless filings are brought current.

Global Interactive Technologies is now out of compliance with Nasdaq Listing Rule 5250(c)(1) because both its Form 10-K for December 31, 2025 and its Q1 2026 Form 10-Q remain unfiled. Nasdaq has issued a delinquency compliance alert notice reflecting this status.

The company has up to October 12, 2026, a 180-day window from the Form 10-K due date, for any additional Staff exception to regain compliance. It must also update its earlier remediation plan by June 22, 2026, and indicates an intention to do so, but actual outcomes will depend on timely completion and filing of the missing reports.

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.
Item 9.01 Financial Statements and Exhibits Exhibits
Financial statements, pro forma financial information, and exhibit attachments filed with this report.
Missing annual report Form 10-K for year ended December 31, 2025 Delinquent SEC filing cited by Nasdaq
Missing quarterly report Form 10-Q for period ended March 31, 2026 Delinquent SEC filing cited by Nasdaq
Exception window end date October 12, 2026 Last day of any additional Nasdaq Staff exception (180 days from Form 10-K due date)
Plan update deadline June 22, 2026 Deadline to submit updated plan of compliance to Nasdaq
Key listing rule Nasdaq Listing Rule 5250(c)(1) Requires timely filing of SEC periodic reports
delinquency compliance alert notice regulatory
"it received a delinquency compliance alert notice from the Listing Qualifications Department of The Nasdaq Stock Market LLC"
Nasdaq Listing Rule 5250(c)(1) regulatory
"the Company is not in compliance with Nasdaq’s continued listing requirements under Nasdaq Listing Rule 5250(c)(1)"
Nasdaq Listing Rule 5250(c)(1) requires companies listed on the Nasdaq stock exchange to promptly notify the exchange if their stock price falls below a certain minimum level, known as the "initial listing standards." This rule helps ensure that investors are aware of significant declines in a company's stock value, which could signal financial trouble or increased risk. Essentially, it helps maintain transparency and protect investors by keeping them informed about important changes in a company's stock performance.
continued listing requirements regulatory
"the Company is not in compliance with Nasdaq’s continued listing requirements under Nasdaq Listing Rule 5250(c)(1)"
Rules a stock exchange sets that a publicly traded company must keep meeting to stay listed and tradable on that exchange, such as minimum share price, market value, timely financial reports, and basic governance practices. Like a club’s membership rules, they matter because falling short can lead to warnings, penalties or removal from the exchange, which can cut liquidity, hurt share value and increase the risk for investors.
forward-looking statements regulatory
"This press release contains forward-looking statements as defined under Section 27A of the Securities Act of 1933"
Forward-looking statements are predictions or plans that companies share about what they expect to happen in the future, like estimating sales or profits. They matter because they help investors understand a company's outlook, but since they are based on guesses and assumptions, they can sometimes be wrong.
periodic reports financial
"which requires the timely filing of all required periodic reports with the SEC"
Regularly scheduled documents that a publicly traded company must provide to disclose its financial results, business operations, risks and significant events — like a report card showing revenue, profits, cash flow and key changes over a set period. Investors use these reports to judge a company's health and trends, compare performance over time, and make informed buy, hold or sell decisions; they act as a routine check-up for financial transparency.
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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): May 21, 2026

 

GLOBAL INTERACTIVE TECHNOLOGIES, INC.

(Exact name of registrant as specified in its charter)

 

Delaware   001-41763   88-1368281

(State or other jurisdiction of

incorporation or organization)

 

(Commission

File Number)

 

(I.R.S. Employer

Identification No.)

 

160, Yeouiseo-ro, Yeongdeungpo-gu    
Seoul, Republic of Korea   07231
(Address of principal executive offices)   (Zip Code)

 

Registrant’s telephone number, including area code: +82-2-2564-8588

 

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))

 

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

 

Title of each class   Trading Symbol(s)   Name of each exchange on which registered
Common Stock, par value $0.001 per share   GITS   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 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act 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 Exchange Act. 

 

 

 

 
 

 

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

 

On May 21, 2026, Global Interactive Technologies, Inc. (the “Company”) received a delinquency compliance alert notice (the “Notice”) from the Staff of the Listing Qualifications Department (the “Staff”) of The Nasdaq Stock Market LLC (“Nasdaq”) advising the Company that due to the Company’s failure to timely file its Quarterly Report on Form 10-Q for the period ended March 31, 2026 (the “Q1 2026 10-Q”) with the Securities and Exchange Commission (the “SEC”), the Company is not in compliance with Nasdaq’s continued listing requirements under Nasdaq Listing Rule 5250(c)(1) (the “Rule”), which requires the timely filing of all required periodic financial reports with the SEC.

 

As previously reported, on April 17, 2026, Nasdaq notified the Company that it no longer complied with the Rule as it had not yet filed its Annual Report on Form 10-K (“Form 10-K”) for the period ended December 31, 2025 (“Initial Delinquent Filing”). As of the receipt of the Notice, the Company’s Form 10-K had not been filed with the SEC. As a result, any additional Staff exception to allow the Company to regain compliance with all delinquent filings is limited to a maximum of 180 calendar days from the due date of the Initial Delinquent Filing, or October 12, 2026. Additionally, the Company must submit an update by no later than June 22, 2026 to its original plan to regain compliance with respect to the filing requirement. The Company intends to submit an update to its plan of compliance to Nasdaq no later than June 22, 2026.

 

On May 22, 2026, the Company issued a press release announcing the Company’s receipt of the Notice. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K.

 

Forward-Looking Statements

 

Certain statements made in this Form 8-K constitute forward-looking statements within the meaning of the federal securities laws. All statements contained in this report that do not relate to matters of historical fact should be considered forward-looking statements. For example, forward-looking statements include, without limitation, statements regarding the Company’s anticipated submission of its update to its original plan of compliance. These forward-looking statements are based on management’s current expectations. These statements are neither promises nor guarantees and are subject to risks described from time to time in the Company’s periodic filings with the SEC. The forward-looking statements included in this report are made only as of the date of this Form 8-K, and, unless otherwise required by applicable law, the Company assumes no obligation to update any forward-looking statements, and expressly disclaims any obligation to do so, whether as a result of new information, future events or otherwise.

 

Item 9.01 Financial Statements and Exhibits

 

Exhibit No.   Description
99.1   Press Release
104   Cover Page Interactive Data (embedded within the Inline XBRL document)

 

 
 

 

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.

 

  Global Interactive Technologies, Inc.
     
  By: /s/ Taehoon Kim
Date: May 22, 2026 Name:  Taehoon Kim
  Title: Chief Executive Officer

 

 

 

 

Exhibit 99.1

 

Global Interactive Technologies, Inc. Announces Receipt of a Delinquency Compliance Alert Notice from Nasdaq

 

Seoul, Republic of South Korea, May 22, 2026 (EIN PRESSWIRE) – Global Interactive Technologies, Inc. (NASDAQ: GITS) (the “Company”), today announced that, on May 21, 2026, it received a delinquency compliance alert notice from the Listing Qualifications Department of The Nasdaq Stock Market LLC (“Nasdaq”) advising the Company that due to the Company’s failure to timely file its Quarterly Report on Form 10-Q for the period ended March 31, 2026 and because the Company remains delinquent in filing its Form 10-K for the year ended December 31, 2025 (the “Form 10-K”) with the Securities and Exchange Commission (the “SEC”), the Company is not in compliance with Nasdaq’s continued listing requirements under Nasdaq Listing Rule 5250(c)(1), which requires the timely filing of all required periodic reports with the SEC.

 

As of the receipt of the delinquency compliance alert notice on May 21, 2026, the Company’s Form 10-K had not been filed with the SEC. As a result, any additional Staff exception to allow the Company to regain compliance with all delinquent filings is limited to a maximum of 180 calendar days from the due date of the Form 10-K, or October 12, 2026. Additionally, the Company must submit an update by no later than June 22, 2026 to its original plan to regain compliance with respect to the filing requirement. The Company intends to submit an update to its plan of compliance to Nasdaq no later than June 22, 2026.

 

About Global Interactive Technologies, Inc.

 

Global Interactive Technologies, Inc. is a digital media and technology company focused on fan engagement and fandom economy through its multi-platform ecosystem, including Faning, a global platform that connects K-pop and broader K-culture fans through shared interests, content, and community experiences. For more information, please visit the Company’s website at www.gitechnologies.com.

 

Forward-Looking Statements

 

This press release contains forward-looking statements as defined under Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934, formulated in accordance with the ‘safe harbor’ provisions of the Private Securities Litigation Reform Act of 1995. These statements, reflecting the Company’s beliefs about its future compliance with Nasdaq listing standards, including its anticipated submission of an update of its plan of compliance to Nasdaq, employ terms like ‘believes,’ ‘estimates,’ ‘anticipates,’ ‘expects,’ ‘plans,’ ‘projects,’ ‘intends,’ ‘potential,’ ‘target,’ ‘aim,’ ‘predict,’ ‘outlook,’ ‘seek,’ ‘goal,’ ‘objective,’ ‘assume,’ ‘contemplate,’ ‘continue,’ ‘positioned,’ ‘forecast,’ ‘likely,’ ‘may,’ ‘could,’ ‘might,’ ‘will,’ ‘should,’ ‘approximately,’ and similar expressions to convey the uncertainty of future events or outcomes. These forward-looking statements are based on the Company’s current expectations, assumptions, and projections. Additionally, these statements are subject to a multitude of known and unknown risks, uncertainties, and other variables that could significantly diverge the Company’s actual results from those depicted in any forward-looking statement. Because of these and other risks, uncertainties and assumptions, undue reliance should not be placed on these forward-looking statements. In addition, these statements speak only as of the date of this press release and, except as may be required by law, the Company undertakes no obligation to revise or update publicly any forward-looking statements for any reason.

 

Company Contact:

 

Global Interactive Technologies, Inc.

Taehoon Kim

tkc@gitechnologies.com

 

Investor Contact:

 

Global Interactive Technologies, Inc.

Taehoon Kim

tkc@gitechnologies.com

 

 

 

 

 

FAQ

Why did Global Interactive Technologies, Inc. (GITS) receive a Nasdaq delinquency notice?

Global Interactive Technologies received a Nasdaq delinquency compliance alert because it failed to timely file its Form 10-K for the year ended December 31, 2025 and its Form 10-Q for the quarter ended March 31, 2026, violating Nasdaq Listing Rule 5250(c)(1) on timely SEC reports.

What Nasdaq listing rule is Global Interactive Technologies, Inc. (GITS) not complying with?

The company is not complying with Nasdaq Listing Rule 5250(c)(1), which requires timely filing of all required periodic financial reports with the SEC. The delinquency arises from missing the Form 10-K for 2025 and the Form 10-Q for the quarter ended March 31, 2026.

How long does Global Interactive Technologies, Inc. (GITS) have to regain Nasdaq compliance?

Any additional Nasdaq Staff exception to regain compliance with all delinquent filings is limited to 180 calendar days from the Form 10-K due date, ending October 12, 2026. This period defines the outer limit for resolving the filing delinquencies under the current exception framework.

What deadlines did Nasdaq set for Global Interactive Technologies, Inc. (GITS) regarding its compliance plan?

Nasdaq requires the company to submit an update to its original plan to regain compliance by June 22, 2026. Global Interactive Technologies states that it intends to provide this updated plan to Nasdaq by that date as part of its remediation efforts.

Which SEC reports are currently delinquent for Global Interactive Technologies, Inc. (GITS)?

The delinquent SEC reports are the company’s Annual Report on Form 10-K for the year ended December 31, 2025 and its Quarterly Report on Form 10-Q for the quarter ended March 31, 2026. Non-filing of these reports triggered Nasdaq’s delinquency compliance alert notice.

What did Global Interactive Technologies, Inc. (GITS) disclose about its response to Nasdaq?

The company disclosed that it intends to submit an update to its original plan of compliance to Nasdaq by June 22, 2026. This update is required under the delinquency compliance alert and is part of the process for potentially regaining compliance with Nasdaq listing standards.

Filing Exhibits & Attachments

4 documents