STOCK TITAN

Hyperfine gets Nasdaq warning over sub-$1 share price

Nasdaq notified Hyperfine that HYPR no longer meets the $1.00 minimum bid price, starting a 180-day window to regain compliance and avoid potential delisting.

(Moderate)
(Negative)
Form Type
8-K

Rhea-AI Filing Summary

Hyperfine, Inc. (HYPR) disclosed that it received a Nasdaq notice on September 17, 2026 for not meeting the minimum bid price requirement for The Nasdaq Global Market. The company’s Class A common stock closed below $1.00 per share for 30 consecutive business days, triggering noncompliance with Nasdaq Listing Rule 5450(a)(1).

The notice does not immediately affect the listing or trading of the stock, and business operations and SEC reporting continue as before. Hyperfine has an initial 180-day compliance period until March 16, 2027, during which its closing bid must be at least $1.00 for a minimum of 10 consecutive business days to regain compliance.

If the company does not regain compliance by that date, it may seek an additional 180-day period by transferring its listing to The Nasdaq Capital Market and meeting that market’s listing standards other than the bid price, potentially including actions such as a reverse stock split. If compliance is still not achieved, the stock may be delisted, subject to a possible appeal to a Nasdaq Hearings Panel.

Positive

  • None.

Negative

  • Nasdaq minimum bid price deficiency creates a risk of eventual delisting of HYPR if the share price does not recover to at least $1.00 for the required period within the allowed compliance windows.

Filing Explained

The September 17 Nasdaq notice puts Hyperfine in an initial 180-day bid-price compliance period; it does not announce a reverse split, but identifies one as a possible later remedy that would reduce shares and proportionally raise the per-share price without changing company value by the split 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.
Minimum bid price requirement $1.00 per share Nasdaq Listing Rule 5450(a)(1) for The Nasdaq Global Market
Days below minimum bid 30 consecutive business days Period during which HYPR’s closing bid was under $1.00
Initial compliance period 180 calendar days From receipt of notice until March 16, 2027 to regain bid price compliance
Compliance Date March 16, 2027 End of initial 180-day period to meet the minimum bid price requirement
Required compliant trading period 10 consecutive business days Minimum period HYPR’s closing bid must be at or above $1.00
Potential additional compliance period 180 calendar days Possible extra period if HYPR transfers to The Nasdaq Capital Market
Nasdaq Global Market market
"continued inclusion on The Nasdaq Global Market pursuant to Nasdaq Listing Rule"
The Nasdaq Global Market is a section of the stock exchange where larger, well-established companies are listed and publicly traded. It functions like a marketplace where investors can buy and sell shares of these companies, providing them with access to capital and opportunities for growth. Its role is important because it helps investors identify and invest in reputable companies with strong financial backgrounds.
Bid Price Requirement market
"no longer meets the minimum bid price requirement for continued inclusion"
A bid price requirement is a rule that specifies the minimum price a buyer must offer per share when making an official purchase proposal, tender offer, auction bid, or similar transaction. It matters to investors because it sets a floor for negotiations and valuation—like a reserve price in an auction—ensuring bids meet regulatory, contract or market standards and helping shareholders and markets judge whether an offer is fair or likely to succeed.
Compliance Period Rule regulatory
"Pursuant to Nasdaq Listing Rule 5810(c)(3)(A) (the “Compliance Period Rule”)"
Compliance Date regulatory
"initial period of 180 calendar days, or until March 16, 2027 (the “Compliance Date”)"
The compliance date is the specific day by which a company must meet a legal, regulatory, contractual or stock-exchange requirement. Think of it like a deadline to pass an inspection or satisfy a contract term: if the company meets the deadline, normal operations continue; if it misses it, investors may face fines, changed contract terms, delisting, or other financial consequences. Investors watch these dates because they can trigger material changes in risk, cash flow, or share liquidity.
Nasdaq Capital Market market
"would need to transfer the listing of its Common Stock to The Nasdaq Capital Market"
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.
reverse stock split financial
"for example, by implementing a reverse stock split, if necessary"
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 Hearings Panel regulatory
"may appeal the Staff’s delisting determination to a Nasdaq Hearings Panel"
A Nasdaq hearings panel is a group of experts that reviews cases when a company's stock listing is at risk of being removed from the exchange. They evaluate whether the company has met certain standards and determine if it can keep trading on Nasdaq. This process matters to investors because it can affect a company's ability to raise money and maintain credibility in the market.

FAQ

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

Why did Hyperfine (HYPR) receive a Nasdaq noncompliance notice?

Hyperfine received the notice because the closing bid price of its Class A common stock was below $1.00 per share for 30 consecutive business days, violating Nasdaq Listing Rule 5450(a)(1) for The Nasdaq Global Market.

Does the Nasdaq notice immediately affect trading of HYPR stock?

No. The company states the notice has no immediate effect on the listing or trading of its common stock, which continues to trade on The Nasdaq Global Market under the symbol HYPR, and does not affect its ongoing business operations or SEC reporting.

How long does Hyperfine (HYPR) have to regain Nasdaq bid price compliance?

Hyperfine has an initial 180 calendar days, until March 16, 2027, to regain compliance. It must achieve a closing bid price of at least $1.00 per share for a minimum of 10 consecutive business days, subject to Nasdaq staff discretion on extending the 10-day period.

What options does Hyperfine (HYPR) have if it cannot meet the bid price by March 16, 2027?

If it does not regain compliance by March 16, 2027, Hyperfine may be eligible for an additional 180-day compliance period by transferring its listing to The Nasdaq Capital Market and meeting that market’s initial listing standards, other than the bid price requirement.

Could Hyperfine (HYPR) use a reverse stock split to address the Nasdaq deficiency?

The company notes it could, during an additional compliance period, implement a reverse stock split as an example of curing the deficiency, after transferring to The Nasdaq Capital Market and providing written notice of its intention to do so.

: What happens if Hyperfine (HYPR) ultimately fails to regain Nasdaq compliance?

If Hyperfine does not regain compliance within the available periods and Nasdaq staff concludes the deficiency cannot be cured, the company will receive a delisting notification. Hyperfine could then appeal to a Nasdaq Hearings Panel, but it states there is no assurance an appeal would succeed.

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

See more from StockTitan in Google Search and AI answers. Adds StockTitan as a preferred source · opens Google
Add on Google
Learn about SEC filing dates
false000183376900018337692026-09-172026-09-17

 

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 17, 2026

 

 

Hyperfine, Inc.

(Exact name of Registrant as Specified in Its Charter)

 

 

Delaware

001-39949

98-1569027

(State or Other Jurisdiction
of Incorporation)

(Commission File Number)

(IRS Employer
Identification No.)

 

 

 

 

 

351 New Whitfield Street

 

Guilford, Connecticut

 

06437

(Address of Principal Executive Offices)

 

(Zip Code)

 

Registrant’s Telephone Number, Including Area Code: (866) 796-6767

 

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))

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, $0.0001 par value per share

 

HYPR

 

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 September 17, 2026, Hyperfine, Inc. (the “Company”) received written notice (the “Notice”) from the Listing Qualifications Department (the “Staff”) of The Nasdaq Stock Market LLC (“Nasdaq”) notifying the Company that, because the closing bid price for the Company’s Class A common stock, par value $0.0001 per share (the “Common Stock”), has fallen below $1.00 per share for 30 consecutive business days, the Company no longer meets the minimum bid price requirement for continued inclusion on The Nasdaq Global Market pursuant to Nasdaq Listing Rule 5450(a)(1) (the “Bid Price Requirement”). This Notice has no immediate effect on the listing or trading of the Company’s Common Stock, which continues to trade on The Nasdaq Global Market under the symbol “HYPR”. The Notice also does not affect the ongoing business operations of the Company or its reporting requirements with the Securities and Exchange Commission.

 

Pursuant to Nasdaq Listing Rule 5810(c)(3)(A) (the “Compliance Period Rule”), the Company has been provided an initial period of 180 calendar days, or until March 16, 2027 (the “Compliance Date”), to regain compliance with the Bid Price Requirement. To regain compliance, the closing bid price of the Company’s Common Stock must be at least $1.00 per share for a minimum of 10 consecutive business days as required under the Compliance Period Rule (unless the Staff exercises its discretion to extend this ten-day period pursuant to Nasdaq Listing Rule 5810(c)(3)(H)).

 

If the Company does not regain compliance with the Bid Price Requirement by the Compliance Date, the Company may be eligible for an additional 180 calendar day compliance period. To qualify, the Company would need to transfer the listing of its Common Stock to The Nasdaq Capital Market and meet the continued listing requirement for the market value of publicly held shares and all other initial listing standards, with the exception of the Bid Price Requirement. To effect such a transfer, the Company would also need to pay an application fee to Nasdaq and would need to provide written notice to the Staff of the Company’s intention to cure the deficiency during the additional compliance period, for example, by implementing a reverse stock split, if necessary.

 

If the Staff concludes that the Company will not be able to cure the deficiency, or if the Company does not regain compliance with the Bid Price Requirement within such additional 180 calendar day compliance period, the Staff will provide written notification to the Company that the Company’s Common Stock will be subject to delisting. At that time, the Company may appeal the Staff’s delisting determination to a Nasdaq Hearings Panel (the “Panel”). However, there can be no assurance that, if the Company receives a delisting notice and appeals the delisting determination by the Staff to the Panel, such appeal would be successful.

 

The Company intends to monitor the closing bid price of its Common Stock and will consider all available options to regain compliance with the Bid Price Requirement. However, there can be no assurance that the Company will be able to regain compliance with the Bid Price Requirement or that the Staff will grant the Company a further extension of time to regain compliance, if applicable.


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.

 

 

 

HYPERFINE, INC.

 

 

 

 

Date:

September 18, 2026

By:

/s/ Brett Hale

 

 

 

Brett Hale
Chief Administrative Officer, Chief Financial Officer, Treasurer and Corporate Secretary

 


Filing Exhibits & Attachments

1 document

Keep reading