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2026-01-26
2026-01-26
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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):
January 26, 2026
RENX ENTERPRISES CORP.
(Exact Name of Registrant as Specified in its Charter)
| Delaware |
|
001-41581 |
|
87-1375590 |
(State or Other Jurisdiction
of Incorporation) |
|
(Commission File Number) |
|
(I.R.S. Employer
Identification Number) |
100 Biscayne Blvd., #1201
Miami, FL 33132
(Address of Principal Executive Offices, Zip Code)
Registrant’s telephone number, including
area code: (786) 808-5776
(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 Stock, par value $0.001 |
|
RENX |
|
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 January 26, 2026, RenX Enterprises Corp. (the
“Company”) received written notice from the Listing Qualifications Department of The Nasdaq Stock Market LLC (“Nasdaq”)
notifying the Company that for the preceding 30 consecutive business days (December 5, 2025 through January 20, 2026), the Company’s
common stock did not maintain a minimum closing bid price of $1.00 (“Minimum Bid Price Requirement”) per share as required
by Nasdaq Listing Rule 5550(a)(2). The notice has no immediate effect on the listing or trading of the Company’s common stock and
the common stock will continue to trade on The Nasdaq Capital Market under the symbol “RENX.”
In accordance with Nasdaq Listing Rule 5810(c)(3)(A),
the Company has a compliance period of 180 calendar days, or until July 27, 2026, to regain compliance with Nasdaq Listing Rule 5550(a)(2).
Compliance may be achieved without further action if the closing bid price of the Company’s common stock is at or above $1.00 for
a minimum of ten consecutive business days at any time during the 180-day compliance period, in which case Nasdaq will notify the Company
if it determines it is in compliance and the matter will be closed; however Nasdaq may require the closing bid price to equal or to exceed
the $1.00 minimum bid price requirement for more than 10 consecutive business days before determining that a company complies.
If, however, the Company does not achieve compliance
with the Minimum Bid Price Requirement by July 27, 2026, the Company may be eligible for additional time to comply. In order to be eligible
for such additional time, the Company will be required to meet the continued listing requirement for market value of publicly held shares
and all other initial listing standards for The Nasdaq Capital Market, with the exception of the Minimum Bid Price Requirement, and must
notify Nasdaq in writing of its intention to cure the deficiency during the second compliance period.
The Company intends to actively monitor the bid
price of its common stock and will consider available options to regain compliance with the Nasdaq listing requirements, including such
actions as effecting a reverse stock split to maintain its Nasdaq listing.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934,
as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| |
RENX ENTERPRISES CORP. |
| Dated: January 30, 2026 |
|
|
| |
By: |
/s/ Nicolai Brune |
| |
Name: |
Nicolai Brune |
| |
Title: |
Chief Financial Officer |