Oak Woods Acquisition (NASDAQ: OAKU) hit with added Nasdaq fee deficiency

Rhea-AI Filing Summary

Oak Woods Acquisition Corporation reported receiving an additional determination letter from Nasdaq on March 4, 2026 for not paying certain listing fees required under Nasdaq Listing Rule 5250(f). This non‑payment is considered another instance of noncompliance with Nasdaq’s continued listing standards and adds a further basis for potential delisting of its securities from The Nasdaq Capital Market.

The issue will be reviewed by a Nasdaq Hearings Panel together with other existing deficiencies in a previously requested hearing about the company’s continued listing. Oak Woods Acquisition Corporation states that it intends to address the unpaid fees and the other matters raised in connection with this upcoming Panel hearing.

Positive

• None.

Negative

• Additional Nasdaq noncompliance and delisting risk: Failure to pay required Nasdaq listing fees under Rule 5250(f) has triggered another deficiency, providing an extra basis for delisting of Oak Woods Acquisition Corporation’s securities from The Nasdaq Capital Market and signaling heightened risk around its continued exchange listing.

Insights

Equity capital markets analyst

Nasdaq fee non‑payment adds another delisting risk for OAKU.

The company has received an additional Nasdaq staff determination for failing to pay required listing fees under Rule 5250(f). This elevates regulatory pressure because it becomes a separate basis for delisting, on top of prior compliance issues already before a Hearings Panel.

The Panel will evaluate this new deficiency together with earlier ones at a single hearing on continued listing. While the company plans to address the unpaid fees and related matters, the outcome depends on the Panel’s decisions and the speed and completeness of the company’s remediation efforts.

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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): March 4, 2026

Oak Woods Acquisition Corporation

(Exact name of registrant as specified in its charter)

Cayman Islands		001-41664		N/A
(State or other jurisdiction of incorporation)		(Commission File Number)		(IRS Employer Identification No.)

101 Roswell Drive,  Nepean, Ontario,

K2J 0H5, Canada

(Address of principal executive offices, including zip code)

Registrant’s telephone number, including area code: (+1) 403-561-7750

Not Applicable

(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
Units, each consisting of one Class A Ordinary Share, one Right and one Redeemable Warrant		OAKUU		The Nasdaq Stock Market LLC
Class A Ordinary Shares, par value $0.0001 per share		OAKU		The Nasdaq Stock Market LLC
Rights, each right entitling the holder to one-sixth of one Class A Ordinary Share		OAKUR		The Nasdaq Stock Market LLC
Warrants, each warrant exercisable for one Class A Ordinary Share for $11.50 per share		OAKUW		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 March 4, 2026, Oak Woods Acquisition Corporation (the “Company”) received an additional staff determination letter (the “Letter”) from the Listing Qualifications Department of The Nasdaq Stock Market LLC (“Nasdaq”).

The Letter indicates that the Company has not paid certain fees required by Nasdaq Listing Rule 5250(f), which requires listed companies to pay all applicable Nasdaq fees described in the Rule 5900 Series. As a result, Nasdaq has determined that the Company is not in compliance with Listing Rule 5250(f). The Letter states that this deficiency serves as an additional basis for the delisting of the Company’s securities from The Nasdaq Capital Market.

The Letter further provides that the Nasdaq Hearings Panel (the “Panel”) will consider this matter as an additional deficiency in connection with the Company’s previously requested hearing before the Panel regarding the Company’s continued listing on Nasdaq. The Company will have the opportunity to address this deficiency with the Panel as part of a broader hearing with respect to its compliance with continued listing standards. The Company intends to address the matters raised in the Letter, including the unpaid fees, in connection with the Panel hearing.

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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.

Dated: March 12, 2026
OAK WOODS ACQUISITION CORPORATION
By:	/s/ Lixin Zheng
Name:	Lixin Zheng
Title:	Chief Executive Officer

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FAQ

What did Oak Woods Acquisition Corporation (OAKU) disclose about Nasdaq listing fees?

Oak Woods Acquisition Corporation disclosed it received a Nasdaq staff determination letter stating it has not paid certain listing fees required under Nasdaq Listing Rule 5250(f). This fee non‑payment is treated as noncompliance with Nasdaq’s continued listing requirements and contributes to potential delisting risk.

How does the new Nasdaq deficiency affect OAKU’s potential delisting?

The new deficiency for unpaid Nasdaq fees serves as an additional basis for delisting Oak Woods Acquisition Corporation’s securities from The Nasdaq Capital Market. It will be considered together with earlier listing issues at a Nasdaq Hearings Panel, increasing overall regulatory pressure on the company’s listing status.

What role will the Nasdaq Hearings Panel play in Oak Woods Acquisition Corporation’s case?

A Nasdaq Hearings Panel will review the new fee‑related deficiency along with previously identified listing issues in a combined hearing. The Panel will evaluate whether Oak Woods Acquisition Corporation has adequately addressed these problems and decide whether its securities can remain listed on The Nasdaq Capital Market.

How does Oak Woods Acquisition Corporation plan to respond to the Nasdaq letter?

Oak Woods Acquisition Corporation states it intends to address the matters raised in the Nasdaq letter, including the unpaid fees, during the upcoming Hearings Panel session. Its presentation and remediation steps at that hearing will be important for determining its future compliance with continued listing standards.

Which securities of Oak Woods Acquisition Corporation are listed on Nasdaq?

Oak Woods Acquisition Corporation lists multiple securities on Nasdaq: units under symbol OAKUU, Class A ordinary shares under OAKU, rights under OAKUR, and warrants under OAKUW. All of these are potentially affected by Nasdaq’s continued listing determinations mentioned in the company’s disclosure.

Filing Exhibits & Attachments

4 documents

Other Documents

• EX-101 XBRL SCHEMA FILE 4.4 KB
• EX-101 XBRL DEFINITION FILE 27.1 KB
• EX-101 XBRL LABEL FILE 37.7 KB
• EX-101 XBRL PRESENTATION FILE 25.8 KB