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Nasdaq puts Maison Solutions (NASDAQ: MSS) on clock over late 10-K

(Moderate)
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

Maison Solutions Inc. (MSS) disclosed that on August 20, 2026 it received a Nasdaq staff notice that the company is not in compliance with Nasdaq Listing Rule 5250(c)(1) because it did not timely file its Form 10-K for the fiscal year ended April 30, 2026. The notice has no immediate effect on the listing of the Class A common stock, which continues to trade on The Nasdaq Capital Market under the symbol MSS.

Maison Solutions has 60 calendar days, until October 19, 2026, to submit a plan to regain compliance. If Nasdaq accepts the plan, it may grant up to February 9, 2027 to regain compliance; if not, the company can appeal to a Nasdaq Hearings Panel. The company states it is working diligently to complete the Form 10-K and to regain compliance.

Positive

  • None.

Negative

  • Maison Solutions is currently non-compliant with Nasdaq Listing Rule 5250(c)(1) due to a delayed Form 10-K for the year ended April 30, 2026, introducing a potential Nasdaq delisting risk if compliance is not restored within the allowed timeframe.
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.
Item 7.01 Regulation FD Disclosure Disclosure
Material non-public information disclosed under Regulation Fair Disclosure, often investor presentations or guidance.
Item 9.01 Financial Statements and Exhibits Exhibits
Financial statements, pro forma financial information, or exhibit attachments filed with this report.
Nasdaq notification date August 20, 2026 Date Nasdaq staff notified Maison Solutions of non-compliance with Listing Rule 5250(c)(1)
Fiscal year end for delayed Form 10-K April 30, 2026 Fiscal year for which the Form 10-K was not timely filed
Plan submission deadline October 19, 2026 60 calendar days from the Nasdaq letter for Maison Solutions to submit a compliance plan
Maximum compliance extension February 9, 2027 Up to 180 calendar days from the Form 10-K due date if Nasdaq accepts the compliance plan
Trading symbol MSS Class A common stock continues to trade on The Nasdaq Capital Market under this symbol
Nasdaq Listing Rule 5250(c)(1) regulatory
"it is not in compliance with 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 requirement regulatory
"it no longer satisfies the continued listing requirement of Nasdaq Listing Rule"
Rules a stock exchange sets that a publicly traded company must follow to keep its shares listed, such as minimum share price, market value, shareholder equity, and timely financial reporting. These rules matter to investors because failing them can lead to removal from the exchange, which can make shares harder to buy or sell and often lowers their value — like a club with membership requirements where losing eligibility restricts access and signals trouble.
Regulation FD Disclosure regulatory
"Item 7.01. Regulation FD Disclosure."
Regulation FD disclosure requires public companies to share important, market-moving information with everyone at the same time instead of tipping off analysts or large investors first. Think of it as making sure all players on a field hear the same announcement simultaneously; that fairness helps investors trust that stock prices reflect the same information and reduces the risk of sudden, unfair trading advantages or regulatory penalties for selective leaks.
Nasdaq Hearings Panel regulatory
"the Company may appeal the 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.
forward-looking statements regulatory
"This report contains forward-looking statements, including statements regarding the Company’s intention"
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.

FAQ

Why did Maison Solutions Inc. (MSS) receive a Nasdaq notification?

Maison Solutions received a Nasdaq notification on August 20, 2026 because it did not timely file its Annual Report on Form 10-K for the fiscal year ended April 30, 2026, causing non-compliance with Nasdaq Listing Rule 5250(c)(1).

Does the Nasdaq notice immediately affect the listing of MSS stock?

No. The company states the Nasdaq notification has no immediate effect on the listing of its Class A common stock, which continues to trade on The Nasdaq Capital Market under the symbol MSS.

What deadline does MSS have to regain compliance with Nasdaq rules?

Maison Solutions has 60 calendar days from the letter date, until October 19, 2026, to submit a plan to Nasdaq to regain compliance with Rule 5250(c)(1) related to timely filing of periodic reports.

How long an extension could MSS receive to file its delayed Form 10-K?

If Nasdaq accepts the company’s compliance plan, it may grant an exception of up to 180 calendar days from the Form 10-K’s due date, extending the deadline to February 9, 2027 for Maison Solutions to regain compliance.

What options does MSS have if Nasdaq rejects its compliance plan?

If Nasdaq does not accept the plan to regain compliance, Maison Solutions may appeal the determination to a Nasdaq Hearings Panel, as described in the company’s disclosure.

What action is Maison Solutions Inc. (MSS) taking in response to the Nasdaq notice?

Maison Solutions states it is working diligently to complete its Form 10-K for the year ended April 30, 2026 and intends to timely submit a compliance plan to Nasdaq within the 60-day period.

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): August 20, 2026

 

MAISON SOLUTIONS INC.

(Exact name of registrant as specified in its charter)

 

Delaware   001-41720   84-2498787
(State or other jurisdiction
of incorporation)
  (Commission File Number)   (I.R.S. Employer
Identification No.)

 

127 N Garfield Avenue, Monterey Park, CA 91754

(Address of principal executive offices, including zip code)

 

(626) 737-5888

(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
Class A Common Stock, par value $0.0001 per share   MSS   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 August 20, 2026, Maison Solutions Inc. (the “Company”) received a letter (the “Letter”) from the Listing Qualifications staff of The Nasdaq Stock Market LLC (“Nasdaq”) notifying the Company that, because it had not timely filed its Annual Report on Form 10-K for the fiscal year ended April 30, 2026 (the “Form 10-K”), it no longer satisfies the continued listing requirement of Nasdaq Listing Rule 5250(c)(1) (the “Rule”). The Letter has no immediate effect on the listing of the Company’s Class A common stock, which continues to trade on The Nasdaq Capital Market under the symbol “MSS.”

 

The Company has 60 calendar days from the date of the Letter, or until October 19, 2026, to submit to Nasdaq a plan to regain compliance with the Rule. If Nasdaq accepts the plan, it may grant an exception of up to 180 calendar days from the Form 10-K’s due date, or until February 9, 2027, to regain compliance; if Nasdaq does not accept the plan, the Company may appeal the determination to a Nasdaq Hearings Panel.

 

The Company is working diligently to complete the Form 10-K and intends to timely submit a compliance plan to Nasdaq within the 60-day period described above.

 

Item 7.01. Regulation FD Disclosure.

 

On August 25, 2026, the Company issued a press release announcing its receipt of the Letter from Nasdaq described in Item 3.01 above. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K.

 

The information in this Item 7.01, including Exhibit 99.1, is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, nor incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such filing.

 

Forward-Looking Statements

 

This report contains forward-looking statements, including statements regarding the Company’s intention to submit a compliance plan and its ability to regain and maintain compliance with Nasdaq’s listing requirements. These statements are subject to risks and uncertainties, including Nasdaq’s acceptance of the Company’s plan and the outcome of any appeal, and actual results may differ materially. The Company undertakes no obligation to update any forward-looking statement, except as required by law.

 

Item 9.01. Financial Statements and Exhibits.

 

(d) Exhibits.

 

Exhibit No.   Description
99.1   Press release issued by Maison Solutions Inc. on August 25, 2026.
104   Cover Page Interactive Data File (embedded within the Inline XBRL document)

  

1

 

 

SIGNATURE

 

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

  MAISON SOLUTIONS INC.
     
  Date: August 25, 2026
     
  By: /s/John Xu
  Name:  John Xu
  Title: Chief Executive Officer

 

2

 

Exhibit 99.1

 

Maison Solutions Inc. Receives Nasdaq Notification Regarding Delayed Filing of Annual Report on Form 10-K

 

MONTEREY PARK, Calif., August 25, 2026 — Maison Solutions Inc. (Nasdaq: MSS) (the “Company”) today announced that, on August 20, 2026, it received a notification letter from the Listing Qualifications staff of The Nasdaq Stock Market LLC (“Nasdaq”) stating that, because the Company had not timely filed its Annual Report on Form 10-K for the fiscal year ended April 30, 2026 (the “Form 10-K”), it is not in compliance with Nasdaq Listing Rule 5250(c)(1), which requires listed companies to timely file all required periodic reports with the U.S. Securities and Exchange Commission (the “SEC”).

 

The notification has no immediate effect on the listing of the Company’s Class A common stock, which continues to trade on The Nasdaq Capital Market under the symbol “MSS.”

 

Under the Nasdaq listing rules, the Company has 60 calendar days, or until October 19, 2026, to submit to Nasdaq a plan to regain compliance with the rule. If Nasdaq accepts the plan, it may grant the Company an exception of up to 180 calendar days from the Form 10-K’s due date, or until February 9, 2027, to regain compliance. If Nasdaq does not accept the plan, the Company may appeal the determination to a Nasdaq Hearings Panel.

 

The Company is working diligently to regain compliance with Nasdaq’s listing rules.

 

About Maison Solutions Inc.

 

Maison Solutions Inc. is a U.S.-based specialty grocery retailer offering traditional Asian food and merchandise, particularly to members of Asian American communities. The Company is committed to providing Asian fresh produce, meat, seafood and other daily necessities in a manner that caters to traditional Asian American family values and cultural norms, while also accounting for the faster-paced lifestyle of younger generations and the diverse makeup of the communities in which the Company operates. The Company’s grocery retail operations are located in Southern California and Arizona under the HK Good Fortune and Lee Lee International brands. For more information about Maison Solutions, please visit www.maisonsolutionsinc.com. Follow the Company on LinkedIn and X.

 

Forward-Looking Statements

 

This press release contains forward-looking statements within the meaning of the federal securities laws, including statements regarding the Company’s intention to submit a plan to regain compliance and its ability to regain and maintain compliance with Nasdaq’s listing requirements. These statements are based on the Company’s current expectations and are subject to risks and uncertainties, including Nasdaq’s acceptance of the Company’s plan and the outcome of any appeal, and actual results may differ materially. Additional risks are described in the Company’s filings with the Securities and Exchange Commission. The Company undertakes no obligation to update any forward-looking statement, whether as a result of new information, future events or otherwise, except as required by law.

 

Investor Relations Contact: Maison Solutions Inc. | Email: info@maisonsolutionsinc.com

 

Filing Exhibits & Attachments

4 documents