PRF Technologies hearing request stays Nasdaq delisting
Sentiment and the balance of points
Rhea-AI Sentiment reads the wording of the document, how positive or negative its language is on a 1 to 5 scale. The balance of points shown with the takes weighs what the document actually discloses, so the two can disagree, for example when a trial that missed its main goal is described in upbeat language.
Rhea-AI Filing Summary
PRF Technologies Ltd. said Nasdaq staff issued a delisting determination after its ordinary shares’ closing bid price remained below US$1.00 per share for 30 consecutive business days, from September 24, 2026 through November 4, 2026. Because PRF effected a 1-for-5 reverse share split on February 6, 2026, within the prior year, it is ineligible for Nasdaq’s usual 180-calendar-day compliance period. PRF timely requested a hearing, which stays suspension and delisting pending the Hearings Panel’s decision; its shares continue trading on the Nasdaq Capital Market during that period.
The Panel may grant up to 180 days from the delisting determination, or until May 8, 2027, for PRF to regain compliance. PRF intends to present a compliance plan that may include a reverse share split, though it said continued listing is not assured. Its majority-owned subsidiary LayerBio expects to begin OcuRing™-K Phase 2 patient enrollment before year-end 2026. A proposed GridFeed transaction with Dotz remains subject to a non-binding term sheet and negotiation and execution of definitive agreements.
How this balance works
Rhea-AI gives every point it takes from this document a weight. Minor counts 1, Moderate 3 and Major 9, so one Major point outweighs several Minor ones. The bar adds up the weights on each side, and when neither side holds more than 65% of the total the balance reads Mixed.
It reads the document as published, with the same rules for every company, and it does not look at what the market expected or at how the stock traded, so a point can be objectively good on a day the stock falls.
Rhea-AI Sentiment measures something else, the tone of the wording.
Positive
- None.
Negative
- Major pointDelisting determination followed 30 business days below US$1.00 per share.
Filing Explained
The filing also makes the press release’s first four paragraphs part of its listed Form F-3 and Form S-8 registration statements from
Key Figures
Key Terms
minimum bid price requirement regulatory
180-calendar day period regulatory
Nasdaq Hearings Panel regulatory
non-binding term sheet financial
Phase 2 trial medical
FAQ
AI-generated questions and answers. How Rhea-AI works. Not financial advice.
Why did Nasdaq issue a delisting determination for PRFX?
How much cash and short-term deposits did PRFX report?
AI-generated analysis. How Rhea-AI works. Not financial advice.
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 6-K
Report of Foreign Private Issuer
Pursuant to Rule 13a-16 or 15d-16
of the Securities Exchange Act of 1934
For the month of November 2026
Commission File Number: 001-39481
PRF Technologies Ltd.
(Translation of registrant’s name into English)
65 Yigal Alon St., Tel Aviv 6744316
Israel
(Address of principal executive offices)
Indicate by check mark whether the registrant files or will file annual reports under cover Form 20-F or Form 40-F.
Form 20-F ☒ Form 40-F ☐
On November 12, 2026, PRF Technologies Ltd. issued a press release entitled “PRF Technologies Receives Nasdaq Delisting Determination Regarding Minimum Bid Price Requirement and Requests a Hearing”. A copy of the press release is attached hereto as Exhibit 99.1 and incorporated herein by reference.
The first four paragraphs of the press release attached hereto as Exhibit 99.1 are incorporated by reference into the registrant’s Registration Statements on Form S-8 (Registration No. 333-257968 and 333-265902) and the registrant’s Registration Statements on Form F-3 (Registration No. 333-282264, 333-254982, 333-276485, 333-277594, 333-283655 and 333-286941), to be a part thereof from the date on which this report is submitted, to the extent not superseded by documents or reports subsequently filed or furnished.
Exhibit Index
| Exhibit No. | Description | |
| 99.1 | Press Release dated November 12, 2026. |
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.
| Date: November 12, 2026 | PRF TECHNOLOGIES LTD. | |
| By: | /s/ Ehud Geller | |
|
Ehud Geller Executive Chairman of the Board | ||
Exhibit 99.1
PRF Technologies Receives Nasdaq Delisting Determination Regarding Minimum Bid Price
Requirement and Requests a Hearing
Hearing request stays any suspension or delisting action; ordinary shares continue to trade on the
Nasdaq Capital Market pending the Hearings Panel’s decision
Tel Aviv – November 12, 2026 — PRF Technologies Ltd. (Nasdaq: PRFX) (“PRF” or the “Company”) today announced that on November 9, 2026, it received a letter from the Listing Qualifications Department of The Nasdaq Stock Market LLC (“Nasdaq”) notifying the Company that the closing bid price of its ordinary shares had been below US$1.00 per share for 30 consecutive business days, from September 24, 2026 through November 4, 2026, and that the Company therefore does not meet the minimum bid price requirement of Nasdaq Listing Rule 5550(a)(2).
Companies that do not meet the minimum bid price requirement are normally given a 180-calendar day period to regain compliance. Because the Company effected a 1-for-5 reverse share split on February 6, 2026, within the prior one-year period, Nasdaq Listing Rule 5810(c)(3)(A)(iv) provides that the Company is not eligible for that compliance period, and Nasdaq staff has issued a determination to delist the Company’s securities from the Nasdaq Capital Market.
Under the terms of the letter, the Company had until 4:00 p.m. Eastern Time on November 16, 2026 to request a hearing before a Nasdaq Hearings Panel (the “Panel”). The Company has timely requested a hearing. As set forth in the letter, the hearing request stays the suspension and delisting of the Company’s securities pending the Panel’s decision, and the Company’s ordinary shares will continue to trade on the Nasdaq Capital Market under the symbol “PRFX” during that time.
At the hearing, the Company intends to present a plan to regain compliance with the minimum bid price requirement, which may include, if necessary, a reverse share split. The Panel has the discretion to grant the Company an exception of up to 180 days from the date of the delisting determination, or until May 8, 2027, to regain compliance. There can be no assurance that the Panel will grant the Company’s request for continued listing.
Efraim Cohen-Arazi, Interim Chief Executive Officer of PRF Technologies, commented, “The notice does not affect our current business operations. We had approximately US$11.0 million in cash and short-term deposits as of September 30, 2026, based on preliminary unaudited information, and our majority-owned subsidiary LayerBio expects to begin enrolling patients in the Phase 2 trial of OcuRing™-K before year-end 2026. We are also working toward completing the proposed GridFeed transaction with Dotz, which is subject to a non-binding term sheet and the negotiation and execution of definitive agreements. We intend to present the Panel with a plan to regain compliance, which we believe will support our request for continued listing on Nasdaq.”
This announcement is made in accordance with Nasdaq Listing Rule 5810(b), which requires prompt public disclosure of receipt of the letter.
About PRF Technologies
PRF Technologies (Nasdaq: PRFX) is a company focused on the reformulation of established therapeutics, and a developer of AI-driven energy optimization technologies through its DeepSolar platform. The Company’s pharmaceutical programs leverage a proprietary extended-release drug-delivery system intended to provide prolonged post-surgical pain relief while minimizing the need for repeated dosing and reducing reliance on opioids. Through DeepSolar and GridFeed, PRF also develops advanced software solutions that enable both consumers and enterprises to monitor, forecast, trade and optimize energy – particularly in solar-integrated environments. This dual business model reflects PRF’s strategic commitment to applying precision technology across high-impact sectors including healthcare and sustainable energy. For more information, please visit www.prf-tech.com.
Notice Regarding Forward-Looking Statements
This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, about PRF’s expectations, beliefs and intentions, including statements regarding the Company’s ability to continue to remain listed on Nasdaq and the Company’s ability to successfully appeal the Nasdaq staff’s delisting determination; the Company’s hearing before the Nasdaq Hearings Panel; the Company’s plan to regain compliance with Nasdaq’s minimum bid price requirement, including any reverse share split; the continued listing and trading of the Company’s ordinary shares on the Nasdaq Capital Market; the completion of the proposed transaction with Dotz Nano Limited; the expected commencement of patient enrollment in the Phase 2 clinical trial of OcuRing™-K before year-end 2026; and the Company’s cash resources. Forward-looking statements can be identified by the use of forward-looking words such as “believe”, “expect”, “intend”, “plan”, “may”, “should”, “could”, “might”, “seek”, “target”, “will”, “project”, “forecast”, “continue” or “anticipate” or their negatives or variations of these words or other comparable words or by the fact that these statements do not relate strictly to historical matters. Forward-looking statements are not guarantees of future performance and are subject to risks and uncertainties, many of which are outside of the Company’s control. Many factors could cause the Company’s actual activities or results to differ materially from the activities and results anticipated in forward-looking statements, including, but not limited to, the following: the possibility that the Panel will not grant the Company’s request for continued listing or will impose conditions the Company is unable to meet; the Company’s ability to regain and maintain compliance with Nasdaq’s continued listing requirements; the delisting of the Company’s ordinary shares from Nasdaq, including the resulting adverse effects on liquidity, market price, analyst coverage and the Company’s ability to raise capital; the Company’s ability to obtain shareholder approval for, and the timing of, any reverse share split, and the possibility that any reverse share split will not result in sustained compliance with the minimum bid price requirement or will cause the Company to fail other continued listing requirements; the effect of any reverse share split on the market price and liquidity of the Company’s ordinary shares; the non-binding nature of the term sheet with Dotz and the possibility that definitive agreements will not be negotiated or executed, or that the proposed transaction will not be completed; the preliminary and unaudited nature of the cash information included in this press release; the Company’s ability to continue as a going concern, the Company’s history of significant losses, its need to raise additional capital and its ability to obtain additional capital on acceptable terms, or at all; the Company’s dependence on the success of its product candidates, PRF-110 and OcuRing™-K; the ability of LayerBio to commence patient enrollment in the Phase 2 trial of OcuRing™-K on the anticipated timeline, including obtaining required regulatory and site approvals; the outcomes of preclinical studies and clinical trials; the Company’s reliance on third parties; the impact of competition and new technologies; the Company’s ability to comply with regulatory requirements; the overall global economic environment; and the impact of the political and security situation in Israel on the Company’s business. More detailed information about the risks and uncertainties affecting the Company are contained under the heading “Risk Factors” included in the Company’s most recent Annual Report on Form 20-F and in other filings that the Company has made and may make with the Securities and Exchange Commission in the future. Forward-looking statements in this press release are made as of the date of this press release, and the Company undertakes no duty to update or revise any such statements, whether as a result of new information, future events or otherwise.
Contact:
Crescendo Communications, LLC
Tel: 212-671-1020
Email: prfx@crescendo-ir.com
Dr. Ehud Geller, Chairman
PRF Technologies Ltd.
Tel: +972-54-4236711
Email: egeller@medicavp.com