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Keen Vision Acquisition (NASDAQ: KVAC) to be delisted and move OTC

(High)
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

Keen Vision Acquisition Corporation reported that Nasdaq notified it on July 27, 2026 that its units, ordinary shares, and warrants will be suspended and delisted from the Nasdaq Global Market for failing to meet listing standards, including key special purpose acquisition company requirements.

The notice cites non-compliance with Nasdaq IM-5101-2, which requires completing a business combination within 36 months of IPO registration effectiveness, and minimum thresholds of 1,100,000 publicly held shares and 400 total holders. Trading is scheduled to be suspended on August 3, 2026, with a Form 25-NSE to remove the securities from listing and registration. The company will not appeal and expects its securities to trade over-the-counter, intending to seek a new Nasdaq listing in connection with a potential business combination.

Positive

  • None.

Negative

  • Nasdaq suspension and delisting of all Keen Vision Acquisition securities, effective August 3, 2026, for non-compliance with SPAC, public float, and holder-count listing standards, with trading expected to move from the Nasdaq Global Market to over-the-counter markets.

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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.
SPAC combination deadline 36 months Time allowed for a special purpose acquisition company to complete a business combination under Nasdaq IM-5101-2
Minimum public float 1,100,000 publicly held shares Publicly held share requirement under Nasdaq Listing Rule 5450(b)(2)(B)
Minimum holder count 400 total holders Holder-count requirement under Nasdaq Listing Rule 5450(a)(2)
Trading suspension date August 3, 2026 Scheduled date for suspension of trading in Keen Vision Acquisition securities on Nasdaq
special purpose acquisition company financial
"requires that a special purpose acquisition company must complete one or more business combinations"
A special purpose acquisition company (SPAC) is a company formed with the sole purpose of raising money through a public offering to buy or merge with an existing private business. It acts like a vehicle that allows private companies to go public more quickly and with less complexity. For investors, it offers an opportunity to invest early in a potential acquisition, though it also carries risks if the intended deal doesn’t materialize.
Nasdaq IM-5101-2 regulatory
"non-compliance with Nasdaq IM-5101-2, which requires that a special purpose acquisition company"
Form 25-NSE regulatory
"a Form 25-NSE will be filed with the Securities and Exchange Commission removing the securities"
Form 25‑NSE is an official filing used to notify the stock exchange that a company’s securities are being removed from trading on that exchange, similar to handing in a key when a shop closes. Investors care because removal ends public trading on that venue, often cutting liquidity and making it harder to buy or sell shares, which can affect a stock’s price and how quickly investors can access cash or exit positions.
over-the-counter financial
"Upon the delisting of the Company’s securities from Nasdaq, its securities are expected to trade over-the-counter"
Over-the-counter describes securities or trades that occur directly between buyers and sellers rather than on a formal stock exchange. Think of it like buying at a flea market instead of a big supermarket: prices, rules and transparency can vary, which can mean lower liquidity, wider price swings and less regulatory oversight—factors investors watch because they affect ease of trading and risk level.
Nasdaq Global Market financial
"the Company’s securities would be subject to suspension and delisting from The Nasdaq Global Market"
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.
Listing Rule 5450(b)(2)(B) regulatory
"non-compliance with the minimum 1,100,000 publicly held shares requirement under Listing Rule 5450(b)(2)(B)"

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FAQ

What did Keen Vision Acquisition (KVAC) disclose about its Nasdaq listing?

Keen Vision Acquisition disclosed that Nasdaq will suspend and delist its units, ordinary shares, and warrants from the Nasdaq Global Market. The action follows a Nasdaq notice citing non-compliance with several listing standards, and the company does not plan to appeal the determination.

Why is Keen Vision Acquisition (KVAC) being delisted from Nasdaq?

The company is being delisted for non-compliance with Nasdaq IM-5101-2, which requires a SPAC to complete a business combination within 36 months, and for failing minimum thresholds of 1,100,000 publicly held shares and 400 total holders under Nasdaq Listing Rule 5450.

When will trading in KVAC securities be suspended on Nasdaq?

Trading in Keen Vision Acquisition securities is scheduled to be suspended at the opening of business on August 3, 2026. After the suspension, Nasdaq plans to file Form 25-NSE to remove the securities from listing and registration on the Nasdaq Global Market.

Will Keen Vision Acquisition (KVAC) appeal Nasdaq’s delisting decision?

Keen Vision Acquisition stated it will not appeal Nasdaq’s determination to suspend and delist its securities. As a result, Nasdaq is expected to proceed with filing Form 25-NSE to remove the securities from listing and registration without a hearing before a Nasdaq panel.

Where will KVAC securities trade after the Nasdaq delisting?

Following delisting from the Nasdaq Global Market, Keen Vision Acquisition expects its securities to trade over-the-counter (OTC). The company also indicated it intends to apply for a new Nasdaq listing in connection with the closing of a potential business combination.

What SPAC-specific rule did KVAC fail to meet according to Nasdaq?

Nasdaq cited non-compliance with Nasdaq IM-5101-2, which requires a special purpose acquisition company to complete one or more business combinations within 36 months of the effectiveness of its IPO registration statement. Keen Vision Acquisition did not meet this requirement.
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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

 

July 27, 2026

Date of Report (Date of earliest event reported)

 

KEEN VISION ACQUISITION CORPORATION

(Exact Name of Registrant as Specified in its Charter)

 

British Virgin Islands   001-41753   n/a
(State or other jurisdiction
of incorporation)
  (Commission File Number)   (I.R.S. Employer
Identification No.)

 

37 Greenbriar Drive

Summit, New Jersey

  07901
(Address of Principal Executive Offices)   (Zip Code)

 

Registrant’s telephone number, including area code: (203) 609-1394

 

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: None.

 

Title of each class   Trading Symbol(s)   Name of each exchange on which registered
Units, each consisting of one ordinary share and one redeemable warrant to acquire one ordinary share   KVACU   The Nasdaq Stock Market LLC
Ordinary Shares, $0.0001 par value   KVAC   The Nasdaq Stock Market LLC
Warrant   KVACW   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

 

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 July 27, 2026, Keen Vision Acquisition Corporation (the “Company”) received a notice (the “Notice”) from the staff of the Listing Qualifications Department of The Nasdaq Stock Market LLC (“Nasdaq”) indicating that, unless the Company timely requests a hearing before the Nasdaq Hearings Panel (the “Panel”), the Company’s securities (units, ordinary shares, and warrants) would be subject to suspension and delisting from The Nasdaq Global Market due to the Company’s non-compliance with Nasdaq IM-5101-2, which requires that a special purpose acquisition company must complete one or more business combinations within 36 months of the effectiveness of its initial public offering (“IPO”) registration statement, and due to the Company’s non-compliance with the minimum 1,100,000 publicly held shares requirement under Listing Rule 5450(b)(2)(B) and the minimum 400 total holders requirement under Listing Rule 5450(a)(2). Accordingly, trading of the Company’s securities will be suspended at the opening of business on August 3, 2026, and a Form 25-NSE will be filed with the Securities and Exchange Commission (“SEC”) removing the securities from listing and registration on Nasdaq.

 

The Company will not appeal Nasdaq’s determination to delist the Company’s securities as set forth in the Notice. Upon the delisting of the Company’s securities from Nasdaq, its securities are expected to trade over-the-counter (“OTC”).

 

It is the Company’s intention to apply to list on Nasdaq in connection with the closing of a potential business combination.

 

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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.

 

Dated: July 30, 2026 Keen Vision Acquisition Corporation
     
  By: /s/ WONG, Kenneth Ka Chun
  Name:  WONG, Kenneth Ka Chun
  Title: Chief Executive Officer

 

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Filing Exhibits & Attachments

4 documents