Gaxos.ai gets March 29, 2027 deadline to meet Nasdaq $1 rule

Q: How long does GXAI have to regain Nasdaq minimum-bid compliance?

GXAI has until March 29, 2027, an initial 180-calendar-day period, to regain compliance. The closing bid price must be at least $1.00 per share for a minimum of 10 consecutive business days.

GXAI remains on Nasdaq during the cure period; compliance requires a closing bid of at least $1.00 per share for 10 consecutive business days.

Filing Impact

(Moderate)

Filing Sentiment

(Negative)How Sentiment works

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.

How Sentiment works How the balance works

Form Type

8-K

Rhea-AI Filing Summary

GAXOS.AI INC. (GXAI) was notified that it is not in compliance with Nasdaq’s $1.00-per-share minimum bid price requirement for continued listing. Its common stock remains listed and trading on The Nasdaq Capital Market.

GXAI has until March 29, 2027, an initial 180-calendar-day period, to regain compliance by maintaining a closing bid price of at least $1.00 per share for 10 consecutive business days. Nasdaq may grant a second 180-day period if GXAI meets the other continued listing requirements and notifies Nasdaq in writing of its intent to cure. If it does not qualify for or complete that period, Nasdaq will notify GXAI of a delisting determination, which the company may appeal. GXAI said it may, if appropriate, consider a reverse stock split.

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.

How the balance works How Sentiment works

0 major · 1 point

How the balance works

Positive

None.

Negative

Moderate pointNasdaq’s bid-price deficiency gives GXAI until March 29, 2027 to regain compliance.

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.

Key Figures

Minimum bid price requirement: $1.00 per share Initial compliance period: 180 calendar days Required closing bid period: 10 consecutive business days +2 more

5 metrics

Minimum bid price requirement $1.00 per share Nasdaq continued listing requirement

Initial compliance period 180 calendar days Period to regain compliance, ending March 29, 2027

Required closing bid period 10 consecutive business days Closing bid price must be at least $1.00 per share

Deficiency period 30 consecutive business days Period of failure used to determine a minimum-bid deficiency

Additional compliance period 180 days Nasdaq may grant a second period subject to continued-listing and written-notice conditions

Key Terms

minimum bid price requirement, continued listing requirements, Hearings Panel

3 terms

minimum bid price requirement regulatory

"not in compliance with the minimum bid price requirement"

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.

continued listing requirements regulatory

"meets The Nasdaq Capital Market continued listing requirements"

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.

Hearings Panel regulatory

"appeal the delisting determination to a Hearings Panel"

A hearings panel is a review body at a stock exchange that hears the case when the exchange has decided a company no longer qualifies to keep its shares listed. The company presents a plan to regain compliance, and the panel decides whether the listing continues, on what conditions, and for how long. The decision can keep a stock trading or end its listing.

FAQ

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

How long does GXAI have to regain Nasdaq minimum-bid compliance?

GXAI has until March 29, 2027, an initial 180-calendar-day period, to regain compliance. The closing bid price must be at least $1.00 per share for a minimum of 10 consecutive business days.

What led Nasdaq to notify GXAI about its bid price?

Nasdaq’s rule treats the minimum-bid requirement as deficient when the failure continues for 30 consecutive business days. Nasdaq based its notice on GXAI’s closing bid price between August 14, 2026 and September 25, 2026.

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

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Available on EDGAR 10/01/2026 - 04:15 PM Accepted by SEC EDGAR 10/01/2026 - 04:15 PM

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): September 28, 2026

GAXOS.AI INC.

(Exact name of registrant as specified in its charter)

Nevada		001-41620		87-3288897
(State or other jurisdiction of incorporation)		(Commission File Number)		(I. R. S. Employer Identification No.)

101 Eisenhower Pkwy, Suite 300,

Roseland, NJ 07068

(Address of principal executive offices, including ZIP code)

(973) 275-7428

(Registrant’s telephone number, including area code)

Not Applicable

(Former name or former address, if changed since last report)

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

Title of each class		Trading Symbol		Name of exchange on which registered
Common Stock, par value $0.0001		GXAI		The Nasdaq Stock Market LLC

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 (§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 September 28, 2026, Gaxos.ai Inc. (the “Company”) was notified (the “Notification Letter”) by The Nasdaq Stock Market, LLC (“Nasdaq”) that it is not in compliance with the minimum bid price requirements set forth in Nasdaq Listing Rule 5550(a)(2) for continued listing on The Nasdaq Capital Market. Nasdaq Listing Rule 5550(a)(2) requires listed securities to maintain a minimum bid price of $1.00 per share, and Nasdaq Listing Rule 5810(c)(3)(A) provides that a failure to meet the minimum bid price requirement exists if the deficiency continues for a period of 30 consecutive business days. Based on the closing bid price of the Company’s common stock between August 14, 2026 and September 25, 2026, the Company no longer meets the minimum bid price requirement. The Notification Letter has no immediate effect on the listing or trading of the Company’s common stock on The Nasdaq Capital Market and, at this time, the common stock will continue to trade on The Nasdaq Capital Market under the symbol “GXAI.”

The Notification Letter provides that the Company has 180 calendar days, or until March 29, 2027, to regain compliance with Nasdaq Listing Rule 5550(a)(2). To regain compliance, the bid price of the Company’s common stock must have a closing bid price of at least $1.00 per share for a minimum of 10 consecutive business days. If the Company does not regain compliance by March 29, 2027, an additional 180 days may be granted to regain compliance, if the Company meets The Nasdaq Capital Market continued listing requirements (except for the bid price requirement) and notifies Nasdaq in writing of its intention to cure the deficiency during the second compliance period. If the Company does not qualify for the second compliance period or fails to regain compliance during the second 180-day period, then Nasdaq will notify the Company of its determination to delist the Company’s common stock, at which point the Company will have an opportunity to appeal the delisting determination to a Hearings Panel.

The Company intends to monitor the closing bid price of its common stock and may, if appropriate, consider implementing available options, including, but not limited to, implementing a reverse stock split of its outstanding securities, to regain compliance with the minimum bid price requirement under the Nasdaq Listing Rules.

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.

	GAXOS.AI INC.

Date: October 1, 2026	By:	/s/ Vadim Mats
		Vadim Mats
		Chief Executive Officer

Source: View Original Filing on SEC EDGAR

Filing Exhibits & Attachments

3 documents