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  4. [8-K] Polar Power, Inc. Reports Material Event

Nasdaq notice puts Polar Power (NASDAQ: POLA) listing at risk

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

Rhea-AI Filing Summary

Polar Power, Inc. received a Nasdaq notice that it is not meeting continued listing standards because it reported stockholders’ equity of $144,000 as of December 31, 2025, below the required $2.5 million. The company has 45 days to submit a compliance plan and, if accepted, 180 days from the notice date to regain compliance. The letter does not immediately affect trading, and Polar Power’s shares will continue to trade on Nasdaq under the symbol POLA while it works on a remediation plan.

Positive

  • None.

Negative

  • Nasdaq listing at risk: Polar Power reported only $144,000 in stockholders’ equity as of December 31, 2025, far below the $2.5 million requirement, triggering Nasdaq noncompliance procedures and potential delisting if it cannot regain compliance within the allowed time.

Insights

Nasdaq noncompliance raises delisting risk but leaves time to recover.

Polar Power fell below Nasdaq’s equity standard after reporting stockholders’ equity of $144,000 as of December 31, 2025, versus the required $2.5 million. This triggered Nasdaq Listing Rule 5810(c)(2) procedures.

The company has 45 days to present a plan and, if accepted, 180 days from the May 1, 2026 letter to regain compliance. Management states it expects stockholders’ equity at March 31, 2026 to be “substantially greater,” based on preliminary internal results, but this is forward-looking and could change.

The notice has no immediate trading impact; POLA remains on Nasdaq for now. Actual outcomes depend on Nasdaq’s review of the plan and on whether Polar Power can improve its equity position within the specified timelines outlined in the notice and related rules.

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.
Reported stockholders’ equity $144,000 As of December 31, 2025, per Form 10-K referenced
Nasdaq equity requirement $2.5 million Minimum stockholders’ equity required under Listing Rule 5550(b)(1)
Plan submission window 45 days Time from May 1, 2026 Nasdaq letter to submit compliance plan
Compliance cure period 180 days Period from date of Nasdaq letter if plan is accepted
Equity outlook date March 31, 2026 Management expects stockholders’ equity then to be substantially greater
Listing Rule 5550(b)(1) regulatory
"non-compliant with Listing Rule 5550(b)(1) because we reported only $144,000 in stockholders’ equity"
Listing Rule 5550(b)(1) is a Nasdaq listing standard that sets a minimum share price requirement companies must meet to stay listed on the exchange. It matters to investors because falling below that threshold can trigger delisting procedures, which often reduce a stock’s visibility, trading liquidity and value; think of it like a minimum score needed to remain in a sports league — miss it and you risk being dropped until you improve.
stockholders’ equity financial
"we reported only $144,000 in stockholders’ equity as of December 31, 2025"
Stockholders’ equity is the portion of a company’s value that belongs to its owners after subtracting what the company owes from what it owns — like the equity in a house after paying the mortgage. For investors it shows the company’s net worth and can indicate financial strength, a cushion against losses, and the amount potentially available to support dividends or reinvestment; tracking changes helps assess whether the business is building or eroding owner value.
Listing Rule 5810(c)(2) regulatory
"we are now subject to the procedures and requirements of Listing Rule 5810(c)(2)"
Nasdaq Hearings Panel regulatory
"Nasdaq will begin delisting procedures, which we may appeal 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.
forward-looking statements regulatory
"All statements included or incorporated by reference in this on , other than statements or characterizations of historical fact, are forward-looking statements"
Forward-looking statements are predictions or plans that companies share about what they expect to happen in the future, like estimating sales or profits. They matter because they help investors understand a company's outlook, but since they are based on guesses and assumptions, they can sometimes be wrong.
Understanding 8-K Material Events →
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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): May 1, 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.

 

On May 1, 2026, Polar Power, Inc. (“Polar Power”, “we”, “us”, “our”, or the “Company”) received a letter (the “Letter”) from the staff of the Nasdaq Stock Market (“Nasdaq”) stating that we were not in compliance with Nasdaq’s continued listing standards under the Rules of the Nasdaq Stock Market (the “Listing Rules”). Specifically, the Letter stated that Polar Power was non-compliant with Listing Rule 5550(b)(1) because we reported only $144,000 in stockholders’ equity as of December 31, 2025 in our 10-K for the year then ended. Section 1003(a)(i) of the Company Guide requires a listed company to have stockholders’ equity of at least $2.5 million or to meet one of two alternative listing standards, neither of which the Company currently meets.

 

As a result, we are now subject to the procedures and requirements of Listing Rule 5810(c)(2). This rule grants us 45 days to submit to Nasdaq a plan to regain compliance. We intend to submit such a plan to Nasdaq, and if Nasdaq accepts our plan, we will have 180 days from the date of the Letter to regain compliance. If Nasdaq does not accept our plan, or if it accepts our plan but we do not then regain compliance by the 180 day deadline, Nasdaq will begin delisting procedures, which we may appeal to a Nasdaq Hearings Panel.

 

We are working diligently on implementing a plan to regain compliance at the earliest possible time. We also believe that our stockholders’ equity as of March 31, 2026 will be substantially greater than it was on December 31, 2025. This belief is based on preliminary internal financial results, and our current expectations are subject to change as we complete internal procedures to finalize our financial statements as of and for the period ended March 31, 2026. This belief constitutes a forward-looking statement that is subject to the cautionary language set forth below.

 

The Letter has no immediate effect on the listing or trading of our common stock on the Nasdaq Stock Market. Our common stock will continue to trade under the symbol “POLA”. Our receipt of the Letter does not affect our business, operations or reporting requirements with the U.S. Securities and Exchange Commission.

 

Forward-Looking and Cautionary Statements

 

All statements included or incorporated by reference in this Current Report on Form 8-K, other than statements or characterizations of historical fact, are forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, or the Securities Act, and Section 21E of the Securities Exchange Act of 1934, as amended, or the Exchange Act. Examples of forward-looking statements include, but are not limited to, statements concerning projected net sales, costs and expenses and gross margins; our accounting estimates, assumptions and judgments; the demand for our products; the effect and consequences of the novel coronavirus, or COVID-19, pandemic on matters including U.S., local and foreign economies, wars and international conflicts including the current U.S.-Israel-Iran conflict, our business operations, the ability of financing and the health and productivity of our employees; the competitive nature of and anticipated growth in our industry; production capacity and goals; our ability to consummate acquisitions and integrate their operations successfully; and our prospective needs for additional capital. These forward-looking statements are based on our current expectations, estimates, approximations and projections about our industry and business, management’s beliefs, and certain assumptions made by us, all of which are subject to change. Forward-looking statements can often be identified by words such as “anticipates,” “expects,” “intends,” “plans,” “predicts,” “believes,” “seeks,” “estimates,” “may,” “will,” “should,” “would,” “could,” “potential,” “continue,” “ongoing,” similar expressions and variations or negatives of these words. These statements are not guarantees of future performance or outcomes and are subject to risks, uncertainties and assumptions that are difficult to predict. Therefore, our actual results could differ materially and adversely from those expressed in any forward-looking statements as a result of various factors, some of which are listed under “Risk Factors” in Item 1A of our Annual Report on Form 10-K for the year ended December 31, 2025. These forward-looking statements speak only as of the date of this Current Report on Form 8-K. We undertake no obligation to revise or update publicly any forward-looking statement for any reason, except as otherwise required by law.

 

 

 

 

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: May 7, 2026

 

  POLAR POWER, INC.
     
  By: /s/ Arthur D. Sams
    Arthur D. Sams President, Chief Executive Officer and Secretary

 

 

 

Source: View Original Filing on SEC EDGAR

FAQ

Why did Polar Power (POLA) receive a Nasdaq noncompliance notice?

Polar Power received the notice because it reported stockholders’ equity of $144,000 as of December 31, 2025, below Nasdaq’s required $2.5 million. This shortfall means the company no longer meets continued listing standards under Listing Rule 5550(b)(1).

What equity level does Nasdaq require for Polar Power (POLA) to remain listed?

Nasdaq’s relevant standard requires stockholders’ equity of at least $2.5 million, or meeting alternative criteria the company currently does not satisfy. Polar Power’s reported $144,000 as of December 31, 2025 falls well below this threshold, triggering the noncompliance notice.

How much time does Polar Power (POLA) have to regain Nasdaq compliance?

Polar Power has 45 days from the May 1, 2026 letter to submit a compliance plan to Nasdaq. If Nasdaq accepts the plan, the company then has 180 days from the letter’s date to regain compliance with the applicable listing standard.

Does the Nasdaq notice immediately affect trading in Polar Power (POLA) stock?

No, the notice has no immediate effect on trading. Polar Power states its common stock will continue to trade on the Nasdaq Stock Market under the symbol POLA while it works through the compliance process described in the Nasdaq rules.

What steps is Polar Power (POLA) planning to take in response to the Nasdaq notice?

Polar Power intends to submit a plan to regain compliance within the 45-day window and is working diligently on remedial actions. The company also believes, based on preliminary internal results, that stockholders’ equity at March 31, 2026 will be substantially higher.

Can Polar Power (POLA) appeal if Nasdaq moves to delist its shares?

Yes. If Nasdaq rejects Polar Power’s plan or the company fails to regain compliance within the 180-day period, Nasdaq may begin delisting procedures. Polar Power would then have the opportunity to appeal to a Nasdaq Hearings Panel.

Filing Exhibits & Attachments

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