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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): June 29, 2026
POLAR
POWER, INC.
(Exact
Name of Registrant as Specified in Charter)
| Delaware |
|
001-37960 |
|
33-0479020 |
(State
or Other Jurisdiction
of
Incorporation) |
|
(Commission
File
Number) |
|
(IRS
Employer
Identification
No.) |
249
E. Gardena Boulevard, Gardena, California 90248
(Address
of Principal Executive Offices) (Zip Code)
(310)
830-9153
(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 (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, par value $0.0001 per share |
|
POLA |
|
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.
As
previously disclosed, on May 1, 2026, Polar Power, Inc. (the “Company”) received a deficiency letter from the
staff (the “Staff”) of the Nasdaq Stock Market (“Nasdaq”) stating that the Company was not in compliance
with Nasdaq Listing Rule 5550(b) (the “Rule”) because it reported only $144,000 in stockholders’ equity as of
December 31, 2025 in its 10-K for the year then ended.
The
Company submitted a compliance plan with Nasdaq on June 15, 2026, outlining specific measures that the Company intends to take to regain
and maintain compliance with the Rule including, among other things, planned upcoming financing activities and an internal restructuring.
The Company provided financial information demonstrating its ability to regain compliance.
On
June 29, 2026, the Company received a letter from the Staff granted the Company an extension of time to regain compliance with the Rule.
The terms of the extension are as follows: on or before October 28, 2026, the Company must opt for one of the two following alternatives
to evidence compliance with the Rule: (A) the Company must furnish to the SEC and Nasdaq a publicly available report (e.g., a Form 8-K
or Form 6-K) including: (1) a disclosure of Staff’s deficiency letter and the specific deficiency(ies) cited; (2) a description
of the completed transaction or event that enabled the Company to satisfy the stockholders’ equity requirement for continued listing;
(3) an affirmative statement that, as of the date of the report, the Company believes it has regained compliance with the stockholders’
equity requirement based upon the specific transaction or event referenced in Step 2; and (4) a disclosure stating that Nasdaq will continue
to monitor the Company’s ongoing compliance with the stockholders’ equity requirement and, if at the time of its next periodic
report the Company does not evidence compliance, that it may be subject to delisting, or (B) the Company must furnish to the SEC and
Nasdaq a publicly available report including: (1) steps 1 & 2 set forth above; (2) a balance sheet no older than 60 days with
pro forma adjustments for any significant transactions or event occurring on or before the report date. The pro forma balance sheet must
evidence compliance with the stockholders’ equity requirement; and (3) a disclosure that the Company believes it also satisfies
the stockholders’ equity requirement as of the report date and that Nasdaq will continue to monitor the Company’s ongoing
compliance with the stockholders’ equity requirement and, if at the time of its next periodic report the Company does not evidence
compliance, that it may be subject to delisting.
Regardless
of which alternative the Company chooses, if the Company fails to evidence compliance upon filing its periodic report for the year ending
December 31, 2026, with the SEC and Nasdaq, the Company may be subject to delisting. In the event the Company does not satisfy these
terms, Nasdaq will provide written notification that its securities will be delisted. At that time, the Company may appeal Nasdaq’s
determination to a Hearings Panel.
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.
Date:
July 6, 2026
| |
POLAR
POWER, INC. |
| |
|
|
| |
By: |
/s/
Arthur D. Sams |
| |
|
Arthur
D. Sams President, Chief Executive Officer and Secretary |