Intrusion gets 180-day Nasdaq bid-price extension

If Intrusion uses a reverse stock split to cure the deficiency, Nasdaq requires it to be completed no later than ten business days before May 3, 2027.

Available on EDGAR 11/05/2026 - 06:02 AM EST Accepted by SEC EDGAR 11/04/2026 - 05:47 PM EST Learn about SEC filing dates

Rhea-AI Filing Summary

Intrusion Inc. received an additional 180 calendar days, through May 3, 2027, to meet Nasdaq's $1.00 minimum bid-price requirement for continued listing. The company did not regain compliance during its initial 180-day period, which expired November 3, 2026.

To regain compliance, its closing bid price must be at least $1.00 for a minimum of 10 consecutive business days before the deadline; Nasdaq may extend that period to a maximum of 20 consecutive business days. Nasdaq granted the extension after Intrusion met the market value requirement for publicly held shares and all other applicable initial listing requirements except the minimum bid price requirement. Trading on The Nasdaq Capital Market continues during the extension. If compliance is not restored by May 3, 2027, Nasdaq Staff will notify Intrusion that its securities will be subject to delisting; Intrusion would then be entitled to appeal a Staff delisting determination to a Nasdaq Hearings Panel.

0 points · 0 major

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Hollow bars mark forward-looking points. How the balance works

Positive

• None.

Negative

• Moderate point. Forward-looking: it has not happened yet and may not happen.Failure to regain compliance by May 3, 2027 will result in a written delisting notification.

Filing Explained

Intrusion told Nasdaq it may use a reverse split if needed: that would reduce shares and proportionally raise the per-share price without changing company value by itself, and any split used to cure the deficiency must be completed at least 10 business days before May 3, 2027.

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: $1.00 per share Additional compliance period: 180 calendar days Compliance deadline: May 3, 2027 +3 more

6 metrics

Minimum bid price $1.00 per share Nasdaq continued listing requirement

Additional compliance period 180 calendar days Granted through May 3, 2027

Compliance deadline May 3, 2027 End of the second compliance period

Required bid-price period 10 consecutive business days Minimum period to regain compliance

Maximum bid-price period 20 consecutive business days Nasdaq may extend the minimum period at its discretion

Reverse-split completion cutoff Ten business days before May 3, 2027 Applies if Intrusion chooses a reverse split

Key Terms

Minimum Bid Price Requirement, market value of publicly held shares, reverse stock split, Nasdaq Hearings Panel

4 terms

Minimum Bid Price Requirement regulatory

"regain 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.

market value of publicly held shares regulatory

"continued listing requirement for market value of publicly held shares"

The market value of publicly held shares is the total dollar worth of a company’s shares that are available to outside investors, calculated by multiplying the current market price by the number of shares held by the public (the “float”). It matters because it tells investors how much of the company is actually tradable and how the market is pricing that tradable portion—like a price tag on the items on a store shelf, it affects liquidity, volatility and how easy it is to buy or sell a meaningful stake.

reverse stock split technical

"by effecting 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

"appeal 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.

What is INTZ's Nasdaq bid-price compliance deadline?

Intrusion has until May 3, 2027 to regain compliance with Nasdaq's $1.00 minimum bid-price requirement. Nasdaq granted an additional 180 calendar days after the company failed to regain compliance during its initial period; its stock continues trading on The Nasdaq Capital Market.

How can INTZ regain Nasdaq's $1.00 bid-price compliance?

Intrusion's closing bid price must be at least $1.00 per share for a minimum of 10 consecutive business days before May 3, 2027. Nasdaq may extend that period to a maximum of 20 consecutive business days.

When would INTZ need to complete a reverse stock split?

If Intrusion chooses a reverse stock split to cure the deficiency, it must complete the split no later than ten business days before May 3, 2027.

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

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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): November 4, 2026

INTRUSION INC.

(Exact Name of Registrant as Specified in Its Charter)

Delaware	001-39608	75-1911917
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(IRS Employer Identification No.)

101 East Park Blvd, Suite 1200 Plano, Texas	75074
(Address of Principal Executive Offices)	(Zip Code)

(972) 234-6400

(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 (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 $0.0001 per share	INTZ	The NASDAQ Stock Market LLC (Nasdaq Capital Market)

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 or Rule 12b-2 of the Securities Exchange Act of 1934.

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 November 4, 2026, Intrusion Inc. (the “Company”) received formal written notification from the Listing Qualifications Department of The Nasdaq Stock Market LLC (“Nasdaq”) stating that the Company has been granted an additional 180 calendar days, or until May 3, 2027, to regain compliance with the minimum $1.00 per share bid price requirement for continued listing on The Nasdaq Capital Market under Nasdaq Listing Rule 5550(a)(2) (the “Minimum Bid Price Requirement”).

As previously disclosed, on May 7, 2026, Nasdaq notified the Company that its common stock failed to maintain a minimum closing bid price of $1.00 per share for 30 consecutive business days as required by Nasdaq Listing Rule 5550(a)(2). In accordance with Nasdaq Listing Rule 5810(c)(3)(A), the Company was provided an initial compliance period of 180 calendar days, which expired on November 3, 2026, to regain compliance. The Company did not regain compliance during the initial 180-day compliance period.

Nasdaq’s determination to grant the second 180-day compliance period was based on the Company meeting the continued listing requirement for market value of publicly held shares and all other applicable initial listing requirements for The Nasdaq Capital Market, with the exception of the minimum bid price requirement, as well as the Company’s written notice of its intention to cure the deficiency during the second compliance period by effecting a reverse stock split, if necessary.

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 at any time prior to May 3, 2027 (unless Nasdaq exercises its discretion under Nasdaq Listing Rule 5810(c)(3)(H) to extend this period to a maximum of 20 consecutive business days). In the notification letter, Nasdaq informed the Company that if it chooses to implement a reverse stock split to cure the deficiency, it must complete the split no later than ten business days prior to the May 3, 2027 expiration date in order to timely regain compliance.

The Nasdaq extension notice has no immediate effect on the listing or trading of the Company’s common stock, which will continue to trade on The Nasdaq Capital Market under the symbol “INTZ”.

If the Company does not regain compliance with the Minimum Bid Price Requirement by May 3, 2027, Nasdaq Staff will provide written notification that the Company’s securities will be subject to delisting. At that time, the Company would be entitled to appeal Staff’s delisting determination to a Nasdaq Hearings Panel pursuant to applicable Nasdaq rules. However, there can be no assurance that the Company will regain compliance during the second compliance period or, if necessary, successfully appeal any delisting determination.

The Company intends to actively monitor the closing bid price of its common stock and evaluate all available options to regain compliance with the Minimum Bid Price Requirement prior to May 3, 2027.

Forward-Looking Statements

Certain statements contained in this Current Report on Form 8-K constitute “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Words such as “expects,” “anticipate,” “intends,” “plans,” “believes,” “seeks,” “estimates,” and similar expressions are intended to identify forward-looking statements. These statements include, but are not limited to, statements regarding the Company’s ability to regain compliance with the Nasdaq minimum bid price requirement, the Company's intention to effect a reverse stock split if necessary, and future plans. Forward-looking statements are based on management's current expectations and assumptions and are subject to inherent risks and uncertainties, many of which are outside the Company's control. Actual results could differ materially from those expressed or implied in forward-looking statements due to various factors, including market conditions, the trading price of the Company's common stock, and other risk factors set forth in the Company's periodic filings with the Securities and Exchange Commission. The Company undertakes no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events, or otherwise, except as required by law.

SIGNATURE

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.

INTRUSION, INC.

Dated: November 4, 2026	By:	/s/ Kimberly Pinson
	Name:	Kimberly Pinson
	Title:	Chief Financial Officer

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