Every 8-K that Nexalin Technology, Inc. (NXL) has filed with the SEC in the last 24 months is listed below, newest first, and each one links through to the document itself with the summary and the scores our analysis gives it.
A 8-K covers material events a company has to report between its quarterly reports, so if you follow NXL and want that one kind of document rather than the whole filing history, this is the page to keep. The company's other filings, of every form, are on the full NXL filings page.
Nexalin Technology, Inc. (NXL) said Nasdaq notified it on September 30, 2026, that it had regained compliance with the $1.00 per share Minimum Bid Price Requirement, which requires a closing bid of at least $1.00 per share.
Continued listing remains conditional on Nexalin demonstrating compliance with the $2,500,000 minimum stockholders’ equity requirement by January 4, 2027. The company said its common stock will continue to trade during the exception period subject to the notice’s terms; failure to meet the equity requirement or other terms would make the shares subject to delisting. Nexalin intends to take all steps necessary to satisfy the requirement, but said there can be no assurance it will do so.
Nexalin Technology, Inc. (NXL) appointed Inovanexa Medical Technologies S.A., a Brazilian corporation in formation, as exclusive distributor for Nexalin Sync, accessories and disposables across Brazil, Argentina, Chile, Uruguay, Paraguay, Ecuador and Venezuela. The agreement has an initial 10-year term, with automatic successive 10-year renewals subject to compliance and performance requirements.
An initial 100-device commercialization program has tiered pricing, but required purchases are five devices immediately after signing and five more within 12 months of the Brazil pilot; the distributor is not required to buy additional products. The pilot is targeted to launch within 90 days. Exclusivity depends on minimum revenue thresholds, and Nexalin may revoke exclusivity and, in specified circumstances, terminate the agreement if requirements are unmet.
The distributor bears importation, regulatory, marketing and manufacturing costs. After purchase of the first 30 devices, it must establish a Brazilian facility under a separate agreement to be negotiated; Nexalin is entitled to fixed compensation per locally made device placed in the market and royalties on locally made disposables. Nexalin retains related intellectual property and exclusively supplies required encrypted circuit boards. The current Brazilian regulatory holder retains ANVISA approvals during a transition of up to 30 months.
Nexalin Technology, Inc. (NXL) received a Nasdaq Hearings Panel decision granting continued listing, subject to compliance conditions. By September 28, 2026, the company must demonstrate compliance with the Minimum Bid Price Requirement; by January 4, 2027, it must demonstrate compliance with the $2,500,000 minimum stockholders’ equity requirement. The Panel also requires a closing bid price of $1.00 or greater per share for a minimum of 20 consecutive trading sessions.
NXL common stock will continue to be listed and traded on The Nasdaq Capital Market during the exception period, subject to the notice’s conditions. Failure to satisfy those conditions would subject the shares to delisting. The company said there can be no assurance it will meet the requirements or other applicable continued-listing requirements.
Nexalin Technology, Inc. (NXL) reports that on August 28, 2026, Carolyn Shelton departed from her role as Senior Vice President of Quality, Regulatory, and Clinical Affairs. In connection with her departure, she entered into a separation agreement with the company.
The agreement provides one month of continued base salary, a $20,000 2026 bonus, accelerated vesting of her unvested stock options, up to two years to exercise vested options, and continued subsidy of health insurance premiums through September 30, 2026. In return, she provides a release of claims and agrees to confidentiality, non-disparagement, and cooperation provisions. The full agreement will be filed as an exhibit to Nexalin’s next periodic report.
Nexalin Technology, Inc. (NXL) approved and implemented a 1-for-30 reverse stock split of its common stock to help ensure continued compliance with the Nasdaq bid-price rule. The reverse split becomes effective on August 28, 2026 at 5:00 p.m. Eastern Time, and the stock is expected to begin trading on a split-adjusted basis on The Nasdaq Capital Market on August 31, 2026 under the existing ticker symbol “NXL.” Every 30 issued and outstanding shares of common stock will be combined into one share, while the par value remains $0.001 per share. No fractional shares will be issued; instead, shareholders entitled to fractions will receive a cash payment based on the split-adjusted closing price on August 28, 2026. The common stock will have a new CUSIP number, 65345B300, and Continental Stock Transfer & Trust Co. will act as exchange agent, with book-entry and street-name holders not required to take action.
Nexalin Technology, Inc. (NXL) entered into a Note Purchase Agreement with an institutional investor under which the investor purchased an unsecured promissory note with an original principal amount of $1,170,000. This includes a $150,000 original issue discount and $20,000 of reimbursed transaction expenses, resulting in $1,000,000 of gross proceeds to Nexalin.
The note matures six months after delivery of the purchase price, bears no interest unless a default occurs, and is prepayable at any time without penalty. Nexalin must make mandatory prepayments equal to the lesser of 20% of any new fundraising proceeds or the outstanding balance. The company may extend maturity twice by three months with investor consent, with the outstanding balance increasing by 7.5% at the start of each extension. Trigger events can increase the outstanding balance by 10% for Major Trigger Events and 5% for Minor Trigger Events, capped at 25%, and uncured trigger events lead to default, acceleration, and an 18% per annum default interest rate.
Nexalin Technology, Inc. (NXL) entered into a financing package with a single institutional investor. The company will sell 2,419,355 registered shares of common stock at $0.31 per share for expected gross proceeds of about $750,000, and issue Common Warrants to purchase up to 1,209,677 shares at an exercise price of $0.50 per share, exercisable immediately and expiring in one year.
Separately, Nexalin signed an Any Market Purchase Agreement with Alumni Capital LP for up to $15 million of additional common stock sales over a term ending no later than December 31, 2027, with purchase prices set at 92% of a three‑day VWAP or 97% of the prior‑day low, subject to caps including a 4.99%–9.99% beneficial ownership limitation and a Nasdaq Exchange Cap.
The investor receives a $300,000 commitment fee (2% of the $15 million facility), payable in cash, stock or pre‑funded warrants, increasing to 3% if Nexalin’s stock ceases to be listed on The Nasdaq Capital Market within 30 business days. Nexalin must file and obtain effectiveness of a resale registration statement for the AMPA‑related shares and warrants within specified deadlines or pay $175,000 in liquidated damages. Maxim Group LLC acts as non‑exclusive financial advisor for a $100,000 cash fee.
Nexalin Technology, Inc. reported that Nasdaq’s Listing Qualifications Staff notified it that stockholders’ equity of $1,519,423 as of June 30, 2026 is below the $2,500,000 minimum required for continued listing on The Nasdaq Capital Market under Nasdaq Listing Rule 5550(b)(1. The company also does not meet alternative standards under Rule 5550(b) and previously received a delisting notice for not complying with the minimum bid price requirement and the $5,000,000 initial stockholders’ equity standard. A Nasdaq Hearing Panel is scheduled to consider both deficiencies on September 1, 2026, where the company plans to present its compliance plan. The company notes there is no assurance of a favorable outcome and that delisting could materially reduce liquidity, pressure the market price of its common stock, and hinder capital-raising efforts.
Nexalin Technology, Inc. held its annual stockholder meeting on August 11, 2026. Of 22,011,302 common shares outstanding as of July 6, 2026, 13,912,110 shares, or about 63.2%, were present, establishing a quorum. Stockholders elected five directors and approved the 2026 Equity Incentive Plan. They also approved amendments authorizing the board, in its discretion, to implement one or more reverse stock splits of the common stock, with ratios ranging from 1-for-2 to 1-for-100 and in the aggregate not more than 1-for-250. An amendment to authorize 10 million shares of preferred stock and an amendment to provide for Officer Exculpation did not receive sufficient support. Stockholders ratified the appointment of CBIZ CPAS P.C. as independent registered public accounting firm for the year ending December 31, 2026.
Nexalin Technology, Inc. entered into a Third Amendment to its Houston headquarters office lease with Nutex HQ LLC, extending the term for 65 complete calendar months commencing on March 1, 2026 and covering approximately 4,527 rentable square feet at 1776 Yorktown, Suite 500.
The amendment adds about 904 rentable square feet of expansion space to the existing 3,623 rentable square feet. Initial monthly base rent is approximately $5,435 for the existing premises before the expansion, then ranges from about $5,470 to $6,413 per month for the combined premises, subject to annual increases. Nexalin will receive a five-month base rent abatement after delivery of the expansion space, provided it complies with its obligations under the lease, and will pay its proportionate share of operating expenses and real property taxes. The company also has one option to extend the lease for an additional five-year period at the prevailing market rate.
On July 24, 2026, Nexalin Technology, Inc. received a Nasdaq Staff Determination letter stating that its common stock is scheduled for delisting from The Nasdaq Capital Market after the company failed to regain compliance with the $1.00 minimum bid price requirement within a 180-day period ending July 20, 2026.
Nasdaq also found the company ineligible for a second 180-day compliance period because it does not meet the $5,000,000 minimum stockholders' equity initial listing standard. The securities are slated to be suspended on August 4, 2026 and a Form 25-NSE filed, but Nexalin has timely requested a hearing before a Nasdaq Hearings Panel, which stays the suspension pending a decision. The company states there can be no assurance the Panel will grant continued listing or that it will regain compliance with Nasdaq requirements.
Nexalin Technology, Inc. adopted Second Amended and Restated Bylaws, effective immediately, making broad changes to its corporate governance framework. The bylaws update advance notice procedures for stockholder director nominations and other business, including provisions tailored to Rule 14a-19 and limits on the number of stockholder nominees.
The revisions modify how nominations may occur at special meetings, clarify that these procedures are the exclusive means for such nominations, and adjust rules on notices, waivers, voting standards, adjournments, and stockholder lists. The quorum requirement for stockholder meetings is lowered from a majority of the voting power of outstanding shares to one-third.
The bylaws now permit stockholder action by written consent subject to detailed procedures, and refine provisions on board structure, director terms, vacancies, removal and board meeting organization. They also update officer and stock certificate provisions, expand indemnification and advancement for directors and executive officers, and adopt exclusive forum clauses designating Delaware courts for internal corporate claims and U.S. federal courts for Securities Act claims.
Nexalin Technology entered a Stock Purchase Agreement with GreenLight Ventures to acquire all 100 outstanding shares of PONM, Inc. for $1.3 million in Nexalin common stock. An initial 45% tranche equaled 959,016 shares issued at closing, with the remaining stock to be issued in three later tranches.
The deal gives Nexalin ownership of PONM’s AI‑integrated digital health platform, which supports its HALO™ Clarity program and Nexalin NeuroCare™ virtual clinic, including infrastructure already deployed at UCSD. A separate Collaboration Agreement engages GreenLight for development and infrastructure services, generally at $10,000 per month over an initial 24‑month term, with Nexalin receiving key software licenses within the PONM field of use.
Nexalin Technology has engaged U.K.-based clinical research group Lindus Health to run its pivotal clinical trial for the HALO™ Clarity device to treat moderate-to-severe insomnia. Under a new Scope of Work, Nexalin will pay approximately $944,820 in direct fees, plus pass-through expenses, with payments tied to milestones.
The randomized, 160-participant, triple-blinded, sham-controlled study is designed to support a planned De Novo submission to the U.S. FDA. Patient enrollment is currently expected to begin in Q2 2026. Nexalin highlights previously published peer-reviewed data showing statistically significant improvements versus sham and positions HALO™ Clarity as a non-invasive, drug-free neurostimulation option within a sleep-tech market estimated at $29.3 billion in 2025.
Nexalin Technology, Inc. is advancing plans for a pivotal clinical trial of its HALO™ Clarity device to treat moderate to severe insomnia. The study is intended to support a planned de novo submission to the U.S. Food and Drug Administration for a drug-free insomnia treatment.
The randomized, triple-blinded, sham-controlled trial is designed to enroll at least 150 adults across the United States, using a fully decentralized model through Nexalin’s NeuroCare virtual clinic and electronic data capture system. Lindus Health will collaborate on trial execution, regulatory preparation, and patient recruitment.
This pivotal study builds on previously published 120-patient randomized, double-blind, placebo-controlled data in chronic insomnia that showed clinically meaningful, statistically significant sleep improvements with no significant adverse effects, and on international approvals for Nexalin’s Gen-2 15 mA device for insomnia and related indications.
Nexalin Technology, Inc. received a notice from Nasdaq on January 21, 2026 stating that its common stock no longer meets the minimum $1.00 bid price requirement for continued listing on The Nasdaq Capital Market. This non-compliance is based on the stock’s closing bid price over the last 30 consecutive business days.
The company has 180 calendar days, until July 20, 2026, to regain compliance by having its closing bid price at or above $1.00 per share for at least ten consecutive business days. If it fails to do so, it may qualify for a second 180-day period if it meets other Nasdaq initial listing standards apart from the bid price. If compliance is not regained, Nasdaq may move to delist the stock, although the company could appeal and would expect trading to move to an OTC Markets Group marketplace. Nexalin plans to monitor its stock price and evaluate options to regain compliance.
Nexalin Technology, Inc. amended its equity distribution agreement with Maxim Group LLC to expand its at-the-market offering capacity. The amendment increases the aggregate offering price from $3,100,000 to up to $10,000,000 under the ATM Program, allowing the company to sell common stock from time to time through the agent.
As of October 15, 2025, approximately $4,273,859 in aggregate amount of shares remained available for sale under the ATM Program. Sales, if any, will be made pursuant to the company’s effective Form S-3 shelf and a new prospectus supplement dated October 15, 2025.
Nexalin Technology, Inc. reports that its publicly traded warrants issued as part of its initial public offering have expired. On September 22, 2025, at 5:00 PM Eastern time, these warrants, each exercisable for one share of common stock at an exercise price of $4.15, terminated in accordance with their original terms.
The Nasdaq Stock Market filed a Form 25 with the SEC to reflect that the warrants had expired and were delisted. The company’s common stock is unaffected by this change and will continue to trade on the Nasdaq Capital Market under the symbol NXL.