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American Strategic (NYSE: NYC) faces NYSE notice over low market cap

Filing Impact
(Moderate)
Filing Sentiment
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

American Strategic Investment Co. reported that it received a notice from the New York Stock Exchange stating it no longer meets NYSE continued listing standards. The NYSE requires both a 30‑day average market capitalization of at least $50 million and stockholders’ equity of at least $50 million. As of August 25, 2025, the company’s 30‑trading‑day average market capitalization was about $34.3 million, and its stockholders’ equity as of June 30, 2025 was about $35.5 million, both below the thresholds.

The company has 45 days from receiving the notice to submit a business plan showing how it will regain compliance within 18 months. If the NYSE accepts the plan, it will monitor progress quarterly; if it rejects the plan, the company may face suspension and delisting proceedings. For now, the company’s Class A common stock continues to trade on the NYSE, and the notice does not change its ongoing business operations or SEC reporting obligations.

Positive

  • None.

Negative

  • NYSE continued listing noncompliance: 30‑day average market cap (~$34.3M) and stockholders’ equity (~$35.5M) are below the $50M NYSE thresholds, creating a real risk of suspension or delisting if the company cannot execute an acceptable 18‑month compliance plan.

Insights

NYSE noncompliance raises delisting risk but allows an 18‑month cure period.

The company has fallen below NYSE’s Section 802.01B standards, which require a 30‑day average market capitalization and stockholders’ equity of at least $50 million each. Its 30‑trading‑day average market cap was approximately $34.3 million, and stockholders’ equity was about $35.5 million as of June 30, 2025, signaling a materially weakened equity base relative to the exchange’s requirements.

Management must submit a business plan within 45 days that demonstrates a path to full compliance within an 18‑month window. Acceptance would keep the stock listed but under quarterly NYSE monitoring, while rejection could trigger suspension and delisting proceedings. Although the company notes there is no immediate effect on trading status or operations, the situation introduces meaningful listing uncertainty until NYSE rules on the plan and future compliance is demonstrated.

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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 26, 2025

 

American Strategic Investment Co.

(Exact Name of Registrant as Specified in Charter)

 

Maryland

 

001-39448

 

46-4380248

(State or other jurisdiction
of incorporation)
  (Commission File Number)   (I.R.S. Employer
Identification No.)
         

222 Bellevue Ave,

Newport, Rhode Island 02840

(Address, including zip code, of Principal Executive Offices)

 
Registrant’s telephone number, including area code: (212) 415-6500

 

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, $0.01 par value per share   NYC   New York Stock Exchange
Class A Preferred Stock Purchase Rights     New York Stock Exchange

 

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 26, 2025, American Strategic Investment Co. (the “Company”) received a written notice (the “Notice”) from the New York Stock Exchange (“NYSE”) that the Company did not presently satisfy the NYSE’s continued listing standards under Section 802.01B of the NYSE Listed Company Manual (the “Manual”), which requires the Company’s 30-trading day average market capitalization to be not less than $50 million and the Company’s stockholders’ equity to be not less than $50 million. As set forth in the Notice, as of August 25, 2025, the Company’s 30-trading day average market capitalization was approximately $34.3 million and the Company’s last reported stockholders’ equity as of June 30, 2025 was approximately $35.5 million.

 

In accordance with applicable NYSE procedures, within 45 days from receipt of the Notice, the Company must submit to NYSE a business plan that demonstrates compliance with Section 802.01B of the Manual within 18 months of receipt of the Notice. The Listing Operations Committee of NYSE will review the business plan and will either accept the plan, at which time the Company will be subject to ongoing quarterly monitoring for compliance with the business plan, or reject it, at which time the Company will be subject to suspension and delisting proceedings. The Company is working to submit to NYSE a business plan within the 45 calendar-day-period described above.

 

The Notice has no immediate effect on the listing of the Company’s Class A common stock, which will continue to be listed and traded on NYSE during the cure periods outlined above, subject to the Company’s compliance with other NYSE continued listing requirements. The current noncompliance with the standards described above does not affect the Company’s ongoing business operations or its reporting requirements with the Securities and Exchange Commission.

 

Item 7.01 Regulation FD Disclosure.

 

On August 27, 2025, the Company issued a press release disclosing its receipt of the Notice referenced above. A copy of the press release is attached as Exhibit 99.1 to the Current Report on Form 8-K and is incorporated by reference in this Item 7.01.

 

The information contained in this Item 7.01, including Exhibit 99.1 furnished herewith, is being furnished and shall not be deemed “filed” for any purpose, including for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that Section and shall not be deemed incorporated by reference into any filing under the Exchange Act or the Securities Act of 1933, as amended, regardless of any general incorporation language in such filing, except to the extent expressly stated in such filing.

 

Item 9.01 Financial Statements and Exhibits.

 

(d)

 

Exhibit No   Description
99.1   Press Release of American Strategic Investment Co., dated August 27, 2025.
104   Cover Page Interactive Data File (embedded within the Inline XBRL document)

 

 

 

 

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.

 

  American Strategic Investment Co.
     
Date: August 27, 2025 By: /s/ Michael LeSanto
    Michael LeSanto
    Chief Financial Officer

 

 

 

FAQ

What NYSE notice did American Strategic Investment Co. (NYC) receive?

The company received a written notice from the New York Stock Exchange stating it is not currently in compliance with NYSE continued listing standards under Section 802.01B, which require minimum levels for market capitalization and stockholders’ equity.

Why is American Strategic Investment Co. out of compliance with NYSE rules?

As of August 25, 2025, its 30‑trading‑day average market capitalization was about $34.3 million, and its stockholders’ equity as of June 30, 2025 was about $35.5 million, both below the NYSE’s $50 million thresholds for each measure.

Does the NYSE notice immediately affect trading in NYC stock?

No. The notice has no immediate effect on the listing of the company’s Class A common stock, which will continue to be listed and traded on the NYSE during the applicable cure periods, as long as other listing requirements are met.

What does American Strategic Investment Co. need to do to regain NYSE compliance?

Within 45 days of receiving the notice, the company must submit a business plan to the NYSE showing how it expects to regain compliance with Section 802.01B within an 18‑month period. The NYSE’s Listing Operations Committee will review and either accept or reject the plan.

What happens if NYSE rejects American Strategic Investment Co.’s business plan?

If the plan is rejected, the company will be subject to suspension and delisting proceedings under NYSE rules. If the plan is accepted, the company will be subject to ongoing quarterly monitoring for compliance with the plan.

Does the NYSE noncompliance notice affect American Strategic Investment Co.’s operations or SEC reporting?

The company states that the current noncompliance does not affect its ongoing business operations or its reporting requirements with the Securities and Exchange Commission.

Did American Strategic Investment Co. issue a press release about the NYSE notice?

Yes. On August 27, 2025, the company issued a press release disclosing receipt of the NYSE notice, which is included as Exhibit 99.1.
American Strategic Investment Co.

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