Algorhythm warned by Nasdaq on $1 bid-price rule

Q: How long does Algorhythm Holdings (RIME) have to regain Nasdaq compliance?

Algorhythm has 180 calendar days, until December 14, 2026, to regain compliance. It must achieve a closing bid price of at least $1.00 per share for at least ten consecutive business days within this period.

Q: Does the Nasdaq notice immediately affect trading in Algorhythm Holdings (RIME) stock?

The notice has no immediate effect on listing or trading. Algorhythm’s common stock will continue trading on The Nasdaq Capital Market under the symbol RIME during the compliance period while the company works to address the deficiency.

Filing Impact

(Moderate)

Filing Sentiment

(Neutral)

Form Type

8-K

Rhea-AI Filing Summary

Algorhythm Holdings, Inc. has been notified by Nasdaq that its common stock no longer meets the $1.00 per share minimum bid price required for continued listing on The Nasdaq Capital Market, based on the 30 consecutive business days from May 4, 2026 to June 15, 2026.

The company has 180 calendar days, until December 14, 2026, to regain compliance. If the closing bid price is at least $1.00 for at least ten consecutive business days during this period, Nasdaq will confirm compliance. Algorhythm may qualify for an additional 180-day period if it meets other listing standards and may use tools such as a reverse stock split to attempt to restore compliance. The notice does not immediately affect trading, and the stock will continue to trade under the symbol RIME while the company evaluates options.

Positive

None.

Negative

Nasdaq minimum bid price deficiency and delisting risk: Algorhythm’s stock has traded below the $1.00 bid-price threshold for 30 consecutive business days, triggering a 180-day cure period and the possibility of delisting if it cannot regain and sustain compliance.

Insights

Nasdaq bid-price deficiency puts Algorhythm at delisting risk if not cured.

Nasdaq notified Algorhythm Holdings that its shares failed to meet the $1.00 minimum bid price for 30 straight trading days through June 15, 2026. This triggers a formal deficiency period but no immediate trading halt or removal.

The company now has 180 days, until December 14, 2026, to restore its closing bid to at least $1.00 for ten consecutive business days. Nasdaq can require a longer streak if it deems necessary to show sustainable compliance, adding uncertainty for shareholders.

If compliance is not regained in this first window, Algorhythm may receive a second 180-day period if it meets all other initial Nasdaq Capital Market standards, including market value of publicly held shares, and states an intent to cure, potentially via a reverse stock split. Failing these conditions, its securities become subject to delisting, which would likely reduce liquidity and could impact institutional ownership.

8-K Event Classification

Item 3.01 — Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing

1 item

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, failed to satisfy a continued-listing rule or standard, or transferred its listing.

Key Figures

Minimum bid price requirement: $1.00 per share Deficiency measurement window: 30 consecutive business days Initial compliance period: 180 calendar days +2 more

5 metrics

Minimum bid price requirement $1.00 per share Nasdaq Listing Rule 5550(a)(2) for continued listing

Deficiency measurement window 30 consecutive business days From May 4, 2026 to June 15, 2026

Initial compliance period 180 calendar days Cure period ending December 14, 2026

Compliance trading streak 10 consecutive business days Required at or above $1.00 bid to regain compliance

Potential additional period Additional 180 calendar days Available if other Nasdaq standards are met

Key Terms

Nasdaq Listing Rule 5550(a)(2), minimum bid price requirement, The Nasdaq Capital Market, market value of publicly held shares, +1 more

5 terms

Nasdaq Listing Rule 5550(a)(2) regulatory

"the minimum bid price requirement of $1.00 per share set forth in Nasdaq Listing Rule 5550(a)(2)"

minimum bid price requirement financial

"no longer meets the minimum bid price requirement of $1.00 per share"

A minimum bid price requirement is a rule that a stock must trade above a set price for a specified period to stay listed on an exchange. It matters to investors because falling below that threshold can trigger warnings or removal from the exchange, which can cut liquidity, reduce visibility, and often lead to sharper declines in share value—think of it like a venue’s minimum dress code that, if not met, can bar a performer from the stage.

The Nasdaq Capital Market market

"for continued listing on The Nasdaq Capital Market"

A tier of the Nasdaq stock exchange that hosts smaller or early-stage public companies that meet defined listing standards for size, share price and governance. Think of it as a particular shelf in a store for emerging brands: it gives investors a centralized place to find and trade these stocks while signaling that the companies meet basic regulatory and financial rules. Investors watch it for growth opportunities and higher volatility compared with larger markets.

market value of publicly held shares financial

"provided that it meets the continued listing requirement for market value of publicly held shares"

The market value of publicly held shares is the total dollar worth of a company’s shares that are available to outside investors, calculated by multiplying the current market price by the number of shares held by the public (the “float”). It matters because it tells investors how much of the company is actually tradable and how the market is pricing that tradable portion—like a price tag on the items on a store shelf, it affects liquidity, volatility and how easy it is to buy or sell a meaningful stake.

reverse stock split financial

"provides written notice of its intention to cure the deficiency ... by effecting a reverse stock split if necessary"

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.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What Nasdaq notice did Algorhythm Holdings (RIME) receive?

Algorhythm received a Nasdaq notice that its common stock no longer meets the $1.00 minimum bid price requirement. This followed 30 consecutive business days with a closing bid below $1.00 between May 4 and June 15, 2026.

How long does Algorhythm Holdings (RIME) have to regain Nasdaq compliance?

Algorhythm has 180 calendar days, until December 14, 2026, to regain compliance. It must achieve a closing bid price of at least $1.00 per share for at least ten consecutive business days within this period.

Can Algorhythm Holdings (RIME) receive more time beyond the initial 180 days?

Algorhythm may qualify for an additional 180-day compliance period if it meets all other initial Nasdaq Capital Market listing standards, including market value of publicly held shares, and notifies Nasdaq of its plan to cure the bid-price deficiency.

What actions might Algorhythm Holdings (RIME) take to regain Nasdaq compliance?

The company plans to monitor its closing bid price and evaluate available options. It explicitly mentions considering a reverse stock split as a potential step to help regain compliance with Nasdaq’s $1.00 minimum bid requirement.

Does the Nasdaq notice immediately affect trading in Algorhythm Holdings (RIME) stock?

The notice has no immediate effect on listing or trading. Algorhythm’s common stock will continue trading on The Nasdaq Capital Market under the symbol RIME during the compliance period while the company works to address the deficiency.

What happens if Algorhythm Holdings (RIME) cannot cure the bid-price deficiency?

If Algorhythm does not regain compliance in the allowed periods or fails eligibility for an extension, Nasdaq staff may move to delist its securities. Nasdaq would then provide notice that the company’s common stock is subject to delisting from The Nasdaq Capital Market.

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

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Accepted by SEC EDGAR 06/18/2026 - 04:30 PM

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 16, 2026

ALGORHYTHM HOLDINGS, INC.

(Exact Name of Registrant as Specified in Charter)

Delaware	001-41405	95-3795478
(State or Other Jurisdiction	(Commission	(IRS Employer
of Incorporation)	File Number)	Identification No.)

6301 NW 5th Way, Suite 2900
Fort Lauderdale, FL		33309
(Address of Principal Executive Offices)		(Zip Code)

Registrant’s Telephone Number, Including Area Code:

(954) 800-0425

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 (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 $0.01 per share

RIME

The Nasdaq Stock Market LLC

(The Nasdaq Capital Market)

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 June 16, 2026, Algorhythm Holdings, Inc. (the “Company”) received a letter (the “Notification Letter”) from the Listing Qualifications Department of The Nasdaq Stock Market LLC (“Nasdaq”) notifying the Company that, based upon the closing bid price of the Company’s common stock (Nasdaq symbol: RIME) for the 30 consecutive business days from May 4, 2026 to June 15, 2026, the Company no longer meets the minimum bid price requirement of $1.00 per share set forth in Nasdaq Listing Rule 5550(a)(2) for continued listing on The Nasdaq Capital Market.

The Notification Letter states that the Company has a compliance period of 180 calendar days, or until December 14, 2026, to regain compliance with the minimum bid price requirement. If at any time during this compliance period the closing bid price of the Company’s common stock is at least $1.00 per share for a minimum of ten consecutive business days, Nasdaq will provide the Company written confirmation of compliance and the matter will be closed. Nasdaq may, in its discretion, require the Company to satisfy the minimum bid price requirement for a period in excess of ten consecutive business days before determining that the Company has demonstrated an ability to maintain long-term compliance.

The Notification Letter further states that if the Company does not regain compliance during the initial 180-calendar-day compliance period, the Company may be eligible for an additional 180-calendar-day compliance period, provided that it meets the continued listing requirement for market value of publicly held shares and all other initial listing standards for The Nasdaq Capital Market (except the bid price requirement) and provides written notice of its intention to cure the deficiency during the second compliance period, by effecting a reverse stock split if necessary. If it appears to Nasdaq staff that the Company will not be able to cure the deficiency, or if the Company is otherwise not eligible for the additional compliance period, Nasdaq will provide notice that the Company’s securities will be subject to delisting.

The Notification Letter has no immediate effect on the listing or trading of the Company’s common stock on The Nasdaq Capital Market, and the Company’s common stock will continue to trade under the symbol “RIME” during the compliance period.

The Company intends to actively monitor the closing bid price of its common stock and consider available options to regain compliance with the minimum bid price requirement, including such actions as effecting a reverse stock split. There can be no assurance that the Company will be able to regain compliance with the minimum bid price requirement during the initial compliance period or any additional compliance period, or that the Company will otherwise maintain compliance with the other Nasdaq listing requirements.

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.

Date: June 18, 2026	ALGORHYTHM HOLDINGS, INC.

	By:	/s/ Alex Andre
	Name:	Alex Andre
	Title:	Chief Financial Officer and General Counsel

Source: View Original Filing on SEC EDGAR

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Algorhythm warned by Nasdaq on $1 bid-price rule