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Arcadia Biosciences flagged for Nasdaq equity shortfall

Arcadia Biosciences has fallen below Nasdaq’s minimum stockholders’ equity requirement and must submit a compliance plan by October 15, 2026 to avoid potential delisting.

(Moderate)
(Negative)
Form Type
8-K

Rhea-AI Filing Summary

Arcadia Biosciences, Inc. (RKDA) reports that on August 31, 2026 it received a notice from Nasdaq’s Listing Qualifications Department that its stockholders’ equity no longer meets the Nasdaq Capital Market’s continued listing standard requiring at least $2,500,000 of stockholders’ equity.

Arcadia reported stockholders’ equity of $633,000 as of June 30, 2026 and also does not meet Nasdaq’s alternative market value or net income criteria, so it is currently out of compliance. The common stock continues to trade on the Nasdaq Capital Market while the company has 45 days, until October 15, 2026, to submit a plan to regain compliance. If Nasdaq accepts the plan, Arcadia may receive up to 180 days from the notice date to demonstrate compliance, but there is no assurance the plan will be accepted or that compliance will be achieved, and an appeal process is available if a plan is rejected.

Positive

  • None.

Negative

  • Arcadia’s stockholders’ equity is only $633,000, far below Nasdaq’s $2,500,000 minimum Stockholders’ Equity Requirement for continued listing.
  • The company also fails Nasdaq’s alternative criteria for market value of listed securities and net income from continuing operations, heightening delisting risk.
  • Nasdaq’s notice triggers a short 45-day window to submit an acceptable compliance plan, with no assurance that Nasdaq will accept it or that compliance will be regained.
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.
Item 9.01 Financial Statements and Exhibits Exhibits
Financial statements, pro forma financial information, or exhibit attachments filed with this report.
Reported stockholders’ equity $633,000 As of June 30, 2026 per the Form 10-Q
Nasdaq Stockholders’ Equity Requirement $2,500,000 Minimum stockholders’ equity required under Nasdaq Listing Rule 5550(b)(1)
Plan submission window 45 days Time from August 31, 2026 notice to submit plan, until October 15, 2026
Potential extension period 180 days Maximum extension from the date of the Nasdaq notice if a plan is accepted
Notice date from Nasdaq August 31, 2026 Date Nasdaq Listing Qualifications Department sent the deficiency letter
Plan deadline October 15, 2026 Deadline for Arcadia to submit a compliance plan to Nasdaq
Nasdaq Capital Market market
"did not meet the minimum stockholders’ equity requirement for continued listing on the Nasdaq Capital Market"
The Nasdaq Capital Market is a platform where smaller, emerging companies can list their shares for trading by investors. It provides these companies with access to funding and visibility, helping them grow, much like a local marketplace where new vendors can introduce their products to potential customers. For investors, it offers opportunities to discover early-stage companies with growth potential.
Stockholders’ Equity Requirement financial
"the minimum stockholders’ equity requirement for continued listing on the Nasdaq Capital Market"
A stockholders’ equity requirement is a minimum amount of net assets — assets minus liabilities — that a company must keep on its balance sheet to meet rules set by regulators, lenders or stock exchanges. Think of it as a required safety buffer or minimum bank balance that shows the company has enough of its own capital to absorb losses; falling below it can limit dividends, trigger covenants or risk sanctions, so investors watch it as a sign of financial health and compliance.
Listing Qualifications Department regulatory
"received an expected letter from the Listing Qualifications Department of The Nasdaq Stock Market LLC"
A listing qualifications department is the part of a stock exchange that checks whether a company meets the exchange’s rules for being listed and staying listed. Think of it as a gatekeeper or building inspector: it reviews financial statements, disclosure practices and corporate governance, flags problems and can require fixes or remove a company’s shares. Investors care because its decisions affect whether a stock remains tradable and how much trust to place in a company’s reporting.
market value of listed securities financial
"the Company does not meet the alternatives of market value of listed securities or net income"
Market value of listed securities is the market value of the shares a company has listed on an exchange, calculated as the closing bid price multiplied by the number of listed shares. Exchanges use it as a continued-listing standard, so a company that stays under the required minimum receives a deficiency notice and is given a set period to recover before facing delisting.
net income from continuing operations financial
"does not meet the alternatives of market value of listed securities or net income from continuing operations"
Net income from continuing operations is the profit a company earns from its ongoing, day-to-day business after paying costs, interest and taxes, excluding results from businesses it has sold or closed and one-time gains or losses. Investors care because it shows the company's recurring earning power—like comparing a regular paycheck to a one-off bonus—and gives a clearer picture of sustainable profits used to value the business and judge management performance.
forward-looking statements regulatory
"contains forward-looking statements within the meaning of Section 27A of the Securities Act"
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.

FAQ

Why did Arcadia Biosciences (RKDA) receive a Nasdaq deficiency notice?

Arcadia received a Nasdaq notice on August 31, 2026 because its stockholders’ equity was $633,000 as of June 30, 2026, below the Nasdaq Capital Market’s $2,500,000 minimum, and it also did not meet the market value or net income alternative standards.

Is Arcadia Biosciences (RKDA) being delisted from Nasdaq now?

No. The notice has no immediate impact on Arcadia’s listing. Its common stock will continue to trade on the Nasdaq Capital Market while the company works through Nasdaq’s compliance process and any potential plan or appeal.

What deadline does Arcadia Biosciences (RKDA) face to regain Nasdaq compliance?

Arcadia has 45 calendar days, until October 15, 2026, to submit a plan to Nasdaq to achieve and sustain compliance with the $2,500,000 Stockholders’ Equity Requirement for the Nasdaq Capital Market.

How much stockholders’ equity did Arcadia Biosciences (RKDA) report?

In its Form 10-Q for the period ended June 30, 2026, Arcadia reported $633,000 in stockholders’ equity, which is below the Nasdaq Capital Market’s required $2,500,000 minimum for continued listing.

What extension could Nasdaq grant Arcadia Biosciences (RKDA) if its plan is accepted?

If Nasdaq accepts Arcadia’s compliance plan, Nasdaq may grant up to 180 calendar days from the date of the notice letter for the company to evidence compliance with the Stockholders’ Equity Requirement.

What options does Arcadia Biosciences (RKDA) have if Nasdaq rejects its compliance plan?

If Nasdaq does not accept Arcadia’s plan, the company may appeal to a Nasdaq Hearings Panel under Listing Rule 5815(a). A hearing request ordinarily stays any suspension or delisting action until a written panel decision is issued.

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

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Learn about SEC filing dates
0001469443false00014694432026-08-312026-08-31

 

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 31, 2026

 

 

Arcadia Biosciences, Inc.

(Exact name of Registrant as Specified in Its Charter)

 

 

Delaware

001-37383

81-0571538

(State or Other Jurisdiction
of Incorporation)

(Commission File Number)

(IRS Employer
Identification No.)

 

 

 

 

 

5956 Sherry Lane

Suite 2000

 

Dallas, Texas

 

75225

(Address of Principal Executive Offices)

 

(Zip Code)

 

Registrant’s Telephone Number, Including Area Code: 214 974-8921

 

 

(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:

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

 

RKDA

 

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 31, 2026, Arcadia Biociences, Inc. (the "Company") received an expected letter (the “Letter”) from the Listing Qualifications Department of The Nasdaq Stock Market LLC (“Nasdaq”) notifying the Company that its stockholders’ equity, as reported in its Quarterly Report on Form 10-Q for the period ended June 30, 2026 (the “Form 10-Q”), did not meet the minimum stockholders’ equity requirement for continued listing on the Nasdaq Capital Market. Nasdaq Listing Rule 5550(b)(1) requires that a listed company’s stockholders’ equity be at least $2,500,000 (the “Stockholders’ Equity Requirement”). In the Form 10-Q, the Company reported stockholders’ equity as of June 30, 2026, of $633,000, which is below the minimum stockholders’ equity required for continued listing pursuant to Nasdaq Listing Rule 5550(b)(1). The Letter also noted that the Company does not meet the alternatives of market value of listed securities or net income from continuing operations, and therefore, the Company no longer complied with Nasdaq’s listing rules.

 

The Letter has no immediate impact on the listing of the Company’s common stock on the Nasdaq Capital Market, which will continue to be listed and traded on the Nasdaq Capital Market, subject to the Company’s compliance with the other continued listing requirements.

 

Under Nasdaq Listing Rules, the Company has 45 calendar days, or until October 15, 2026, to provide Nasdaq with a plan to achieve and sustain compliance. The Company is currently evaluating various alternatives and intends to timely submit a plan to Nasdaq to regain compliance with the Stockholders’ Equity Requirement. If Nasdaq accepts the Company’s plan to regain compliance, Nasdaq may grant an extension of up to 180 calendar days from the date of the Letter to evidence compliance. There can be no assurance that Nasdaq will accept the Company’s plan, if submitted, to regain compliance with the Stockholders’ Equity Requirement or, if accepted, that the Company will evidence compliance with the Stockholders’ Equity Requirement during any extension period that Nasdaq may grant. If Nasdaq does not accept the Company’s plan, the Company will have the opportunity to appeal that decision to a Nasdaq Hearings Panel pursuant to Nasdaq Listing Rule 5815(a). Such a hearing request ordinarily stays any suspension or delisting action based on the circumstances described in this Letter pending the issuance of a written panel decision. However, there can be no assurance that such appeal would be successful.

 

The Company, by filing this Form 8-K, discloses its receipt of the notification from Nasdaq in accordance with Listing Rule 5810(b).

 

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, Section 21E of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), and the Private Securities Litigation Reform Act of 1995. These statements include statements made about the Company’s intent to submit a plan to regain compliance with the Stockholders’ Equity Requirement or ability to regain compliance with the minimum Stockholders’ Equity Requirement and other continued listing requirements. Such statements are based on current assumptions that involve risks and uncertainties that could cause actual outcomes and results to differ materially from those anticipated by such forward-looking statements. These risks and uncertainties, many of which are beyond the Company’s control, include risks described in the section entitled “Risk Factors” and elsewhere in the Company’s Annual Report on Form 10-K for the year ended December 31, 2025, filed with the Securities and Exchange Commission on March 26, 2026, and the Company’s other subsequent Exchange Act filings. In addition, these forward-looking statements may be subject to risks and uncertainties relating to, among others: the Company’s ability to submit a plan that will be accepted by Nasdaq relating to regaining compliance with the Stockholders’ Equity Requirement; the Company’s ability to meet the continued listing standards of the Nasdaq Capital Market; the Company’s financial position; and the Company’s ability to access capital in the future if and when required. There are no assurances that required funding will be available at all or will be available in sufficient amounts or on reasonable terms. These forward-looking statements speak only as of the date hereof and should not be unduly relied upon. Except as required by applicable law, the Company disclaims any obligation to update these forward-looking statements. All forward-looking statements in this document are qualified in their entirety by this cautionary statement.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

Exhibit No.

 

Description

 

 

 

Exhibit 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 hereunto duly authorized.

 

 

 

ARCADIA BIOSCIENCES, INC.

 

 

 

 

Date:

September 4, 2026

By:

/s/ Thomas J. Schaefer

 

 

 

Thomas J. Schaefer, Chief Executive Officer

 


Filing Exhibits & Attachments

1 document