STOCK TITAN

Eightco Holdings Inc. (Nasdaq: ORBS) gets Nasdaq minimum bid notice

(Moderate)
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

Eightco Holdings Inc. reported that on August 5, 2026, Nasdaq’s Listing Qualifications Department notified the company that its common stock failed to meet the minimum $1.00 per share closing bid requirement for continued listing on The Nasdaq Capital Market after trading below that level for 30 consecutive business days from June 23 to August 4, 2026.

The notice has no immediate effect on trading, and the stock will continue on The Nasdaq Capital Market under the symbol ORBS while Eightco has 180 calendar days, until February 1, 2027, to regain compliance by maintaining a closing bid of at least $1.00 for ten consecutive business days. The company may complete a reverse stock split no later than ten business days before the compliance period ends and could receive an additional 180-day extension if other listing standards are satisfied. If compliance is not restored, Nasdaq may initiate delisting, which the company could appeal to a Nasdaq Hearings Panel, and management plans to monitor the bid price and consider options.

Positive

  • None.

Negative

  • Nasdaq has cited the stock for failing the $1.00 minimum bid for 30 consecutive business days, creating a risk that ORBS could face delisting after February 1, 2027 if compliance is not regained or an extension is not granted.
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.
Item 9.01 Financial Statements and Exhibits Exhibits
Financial statements, pro forma financial information, and exhibit attachments filed with this report.
Minimum bid price requirement $1.00 per share Nasdaq Listing Rule 5550(a)(2) threshold for The Nasdaq Capital Market
Non-compliance period 30 consecutive business days Closing bid below $1.00 from June 23, 2026 to August 4, 2026
Initial compliance period 180 calendar days Time allowed to regain compliance ending February 1, 2027
Potential additional period 180 calendar days Possible second compliance window if other listing standards are met
Required compliant trading span ten consecutive business days Closing bid must be at least $1.00 during this span to regain compliance
Reverse split timing limit ten business days Reverse stock split must be completed at least this long before the compliance deadline
Nasdaq Listing Rule 5550(a)(2) regulatory
"below the minimum $1.00 per share required for continued listing on The Nasdaq Capital Market pursuant to Nasdaq Listing Rule 5550(a)(2)"
Nasdaq Listing Rule 5810(c)(3)(A) regulatory
"In accordance with Nasdaq Listing Rule 5810(c)(3)(A), the Company has been provided 180 calendar days"
reverse stock split financial
"If the Company chooses to implement a reverse stock split, it must complete the split no later than ten business days"
A reverse stock split reduces a company's number of outstanding shares while raising the price per share proportionally, so the total value of each investor's holding is unchanged; a 1-for-10 split turns 100 shares worth $1 each into 10 shares worth $10 each. Companies often do this to regain compliance with an exchange's minimum price rule or to attract investors who avoid very low-priced stocks.
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.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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FAQ

What Nasdaq notice did Eightco Holdings (ORBS) receive on August 5, 2026?

Nasdaq notified Eightco Holdings Inc. that ORBS failed to meet the $1.00 minimum bid price under Nasdaq Listing Rule 5550(a)(2) after trading below that level for 30 consecutive business days from June 23 to August 4, 2026.

How long does Eightco Holdings (ORBS) have to regain Nasdaq bid-price compliance?

Eightco has 180 calendar days, until February 1, 2027, to regain compliance. During this period, its common stock’s closing bid must be at least $1.00 per share for a minimum of ten consecutive business days to satisfy Nasdaq’s requirement.

What happens if Eightco Holdings (ORBS) cannot regain compliance by February 1, 2027?

If ORBS does not regain compliance by February 1, 2027, it may qualify for an additional 180-day compliance period if other listing standards are met. Otherwise, Nasdaq may move to delist the stock, and the company could appeal to a Nasdaq Hearings Panel.

Can Eightco Holdings (ORBS) use a reverse stock split to address the Nasdaq deficiency?

Yes. Eightco may implement a reverse stock split to help raise its bid price. Any reverse split intended to restore compliance must be completed no later than ten business days before the end of the applicable Nasdaq compliance period.

Does the Nasdaq bid-price notice immediately affect trading in ORBS shares?

The notice has no immediate effect on trading. Eightco’s common stock will continue to trade on The Nasdaq Capital Market under the symbol ORBS during the compliance period while the company monitors its closing bid price and evaluates options.
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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 5, 2026

 

EIGHTCO HOLDINGS INC.

(Exact name of registrant as specified in its charter)

 

Texas   001-41033   87-2755739

(State or other jurisdiction

of incorporation)

 

(Commission

File Number)

 

(IRS Employer

Identification No.)

 

101 Larry Holmes Drive

Suite 313

Easton, PA

  18042
(Address of principal executive offices)   (Zip Code)

 

Registrant’s telephone number, including area code: (888) 765-8933

 

(Former name or former address, if changed since last report)

Not Applicable

 

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 (see General Instruction A.2. below):

 

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
Common Stock, $0.001 par value   ORBS   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 5, 2026, Eightco Holdings Inc. (the “Company”) received a written notification letter (the “Notification Letter”) from the Listing Qualifications Department of The Nasdaq Stock Market LLC (“Nasdaq”) notifying the Company that, for the preceding 30 consecutive business days (from June 23, 2026 to August 4, 2026), the closing bid price of the Company’s common stock was below the minimum $1.00 per share required for continued listing on The Nasdaq Capital Market pursuant to Nasdaq Listing Rule 5550(a)(2). The Notification Letter has no immediate effect on the listing or trading of the Company’s common stock, which will continue to trade on The Nasdaq Capital Market under the symbol “ORBS.”

 

In accordance with Nasdaq Listing Rule 5810(c)(3)(A), the Company has been provided 180 calendar days, or until February 1, 2027, to regain compliance. To regain compliance, the closing bid price of the Company’s common stock must be at least $1.00 per share for a minimum of ten consecutive business days during the compliance period. If the Company chooses to implement a reverse stock split, it must complete the split no later than ten business days prior to the expiration of the compliance period.

 

If the Company does not regain compliance by February 1, 2027, it may be eligible for an additional 180-calendar-day compliance period, provided it meets the continued listing requirement for market value of publicly held shares and all other initial listing standards for The Nasdaq Capital Market (other than the bid price requirement) and provides written notice of its intention to cure the deficiency, by effecting a reverse stock split if necessary. If the Company is not eligible or it appears to Nasdaq that the Company will not be able to cure the deficiency, Nasdaq will provide notice that the Company’s common stock is subject to delisting, at which time the Company may appeal the determination to a Nasdaq Hearings Panel.

 

The Company intends to monitor the closing bid price of its common stock and may, if appropriate, consider available options to regain compliance with the Nasdaq listing requirements.

 

Forward-Looking Statements

 

This Current Report on Form 8-K contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. These forward-looking statements include, but are not limited to, statements regarding the Company’s ability to regain compliance with Nasdaq’s minimum bid price requirement and plans with respect thereto. Forward-looking statements are subject to risks, uncertainties and assumptions that could cause the Company’s actual results to differ materially from those expressed in any forward-looking statements. You should not place undue reliance on these forward-looking statements. The Company undertakes no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as required by law.

 

Item 9.01 Financial Statements and Exhibits

 

(d) Exhibits.

 

Exhibit No.   Description
99.1   Nasdaq Notification Letter, dated August 5, 2026
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 thereunto duly authorized.

 

Dated: August 7, 2026

 

  EIGHTCO HOLDINGS INC.
   
  /s/ Kevin O’Donnell
  Kevin O’Donnell
  Chief Executive Officer

 

 

 

Exhibit 99.1

 

 

 
 

 

 

 
 

 

 

 

 

Filing Exhibits & Attachments

7 documents