Every 8-K that Snail, Inc. (SNAL) has filed with the SEC in the last 24 months is listed below, newest first, and each one links through to the document itself with the summary and the scores our analysis gives it.
A 8-K covers material events a company has to report between its quarterly reports, so if you follow SNAL and want that one kind of document rather than the whole filing history, this is the page to keep. The company's other filings, of every form, are on the full SNAL filings page.
Snail, Inc. (SNAL) received a written decision from a Nasdaq Hearings Panel granting its request to continue listing its Class A Common Stock on The Nasdaq Capital Market, subject to strict conditions. The company must regain compliance with Nasdaq Listing Rule 5550(b) by achieving minimum stockholders’ equity of at least $2,500,000 within a prescribed period and publicly describing the transactions used to reach and maintain that level, including indicating its equity after those actions.
The Panel previously considered Snail after Nasdaq staff moved to delist the stock for noncompliance with both the Minimum Bid Price Requirement under Rule 5550(a)(2) and the equity requirement. Snail regained bid-price compliance following a reverse stock split effected on July 2, 2026, but still must satisfy the equity rule. During the exception period, SNAL will remain listed, while the Panel retains the right to reconsider its decision if new events arise, and the company warns that failure to meet the conditions would result in delisting from Nasdaq.
Snail, Inc., through two wholly owned subsidiaries, entered into related-party service agreements with Suzhou Snail Digital Technology Co., Ltd. effective for the period from August 1, 2026 through July 31, 2027.
Interactive Films, LLC signed a Short Drama Production Business Agreement for technical development, marketing, and commercial operation services related to the SaltyTV platform with a total contract sum of $864,000, payable in four quarterly installments of $216,000 beginning September 30, 2026. Snail Games USA, Inc. entered into a Game Testing Service Agreement for various game testing services with a total contract sum of $252,000, payable in four quarterly installments of $63,000 beginning the same date.
The agreements are classified as related-party transactions because Chief Executive Officer and Chairman Hai Shi is the founder and board chair of Suzhou Snail, and director Ying Zhou, who is Mr. Shi’s spouse, serves as a vice president and director of Suzhou Snail.
Snail, Inc. reported second quarter 2026 net revenues of $19.7 million, down from $22.2 million a year earlier, as lower sales of ARK: Survival Ascended, ARK: Survival Evolved and other titles were partly offset by Bellwright and a favorable $2.1 million change in deferred revenue. Bookings were $21.8 million versus $27.1 million. Total units sold were 2.0 million compared with 2.1 million.
Despite lower revenue, profitability metrics improved sharply. Q2 net loss improved 81.6% to $3.0 million from $16.6 million, driven mainly by a $14.0 million reduction in income tax provision and higher gross profit, partially offset by increased general and administrative and research and development expenses. EBITDA was $(3.0) million versus $(2.4) million.
For the first six months of 2026, net revenues increased 11.1% to $47.0 million, total units sold rose 13.8% to 4.2 million, and net loss improved 95.1% to $(0.9) million. Six‑month EBITDA improved 88.8% to $(0.6) million. Unrestricted cash was $13.3 million as of June 30, 2026, up from $8.6 million at year‑end 2025. The company highlighted an extensive ARK and diversified content pipeline through 2027 and introduced its AI Ranch initiative and Non-Human Player companion product.
Snail, Inc. reported that Nasdaq has issued a staff determination to delist its Class A common stock from the Nasdaq Capital Market after the company failed to meet the $1.00 minimum bid price requirement and certain continued listing standards. Snail plans to request a hearing before a Nasdaq panel, which would temporarily stay any suspension or delisting.
The company also approved and implemented a 1-for-5 reverse stock split of its Class A and Class B common stock, effective at 11:59 p.m. Eastern Time on July 2, 2026, with split-adjusted trading beginning July 6, 2026. The reverse split will reduce outstanding shares of Class A stock from about 15.47 million to about 3.09 million and Class B stock from about 28.75 million to about 5.75 million, while leaving each holder’s ownership percentage largely unchanged except for cash paid in lieu of fractional shares. Snail states that the reverse split is intended to help regain compliance with Nasdaq’s minimum bid price requirement.
Snail, Inc. received written consent from two majority stockholders holding 95% of the voting power to approve an amendment authorizing a reverse stock split of its common stock. The split ratio may range from 1-for-2 to 1-for-10, with the exact ratio to be set later by the Board of Directors.
The Board also has discretion to abandon the amendment. A preliminary information statement on Schedule 14C has been filed, and a definitive version will be mailed to stockholders of record as of June 2, 2026. The reverse split may be implemented no earlier than 20 days after that mailing.
Snail, Inc. filed an amended current report to correct dates and present final voting results from its 2026 Annual Meeting of Stockholders. The company uses a dual‑class structure, with Class A common stock carrying one vote per share and Class B common stock carrying ten votes per share.
As of the April 15, 2026 record date, 13,873,422 Class A shares and 28,748,580 Class B shares were outstanding and entitled to vote. Holders representing 291,710,391 votes, or 96.8% of total voting power, were present or represented by proxy, establishing a quorum.
Stockholders elected eight directors, including Hai Shi and Jim Tsai, each receiving about 288 million votes for and minimal withheld votes, with broker non‑votes reported for each nominee. They also ratified BDO USA, P.C. as independent registered public accounting firm for the year ending December 31, 2026, with 291,440,661 votes for, 204,581 against, and 65,149 abstentions.
Snail, Inc. held its 2026 Annual Meeting of Stockholders, where all eight director nominees were elected and the independent auditor was ratified. Stockholders representing 291,710,391 votes, or 96.8% of total voting power, were present or represented by proxy, providing a strong quorum.
Each director nominee received over 287.9 million votes in favor, with minimal votes withheld and 3,622,465 broker non-votes for each seat. Stockholders also ratified the appointment of BDO USA, P.C. as independent registered public accounting firm for the fiscal year ending December 31, 2026, with 291,440,661 votes for, 204,581 against, and 65,149 abstentions.
Snail, Inc. has received an extension from Nasdaq to regain compliance with its continued listing standards after previously failing to meet required financial thresholds. Nasdaq requires at least $500,000 in net income from continuing operations in the most recent year or two of the last three, or alternatives based on market value or equity.
The company reported net income from continuing operations only in 2024, with net losses in 2023 and 2025, and it also did not meet Nasdaq’s market value or minimum stockholders’ equity standards. Nasdaq accepted Snail’s compliance plan and granted until September 22, 2026 to evidence compliance or face potential delisting of its Class A common stock.
Snail expects to implement its plan, which may involve equity financing and/or debt conversion or similar transactions, but there is no assurance it will successfully regain compliance. For now, the Class A common stock continues to trade on The Nasdaq Capital Market while the company works to satisfy all continued listing requirements.
Snail, Inc. expanded its existing at-the-market stock offering program by filing an amendment that increases available capacity to $3,660,000 of Class A common shares. This sits on top of Class A shares previously sold for an aggregate sales price of $4,367,863 under the same program.
The company is not obligated to sell any additional shares and will choose whether to use the ATM based on market conditions and strategic priorities. The program continues under an offering agreement with H.C. Wainwright & Co. as sales agent, and a legal opinion from Blank Rome LLP covers the validity of any issued shares.
Snail, Inc. reported a strong turnaround for the first quarter ended March 31, 2026, with net revenues rising 35.7% to $27.3 million and total units sold up 42.6% to 2.2 million. Growth was driven mainly by ARK franchise titles and Bellwright, along with higher deferred revenue recognition.
The company posted net income of $2.1 million, compared with a net loss of $1.9 million a year earlier, and EBITDA improved to $2.4 million from a loss of $3.2 million. Bookings increased 21.1% to $26.9 million, and cash and cash equivalents grew to $14.3 million as of March 31, 2026.
Management highlighted a robust ARK and diversified content pipeline, including multiple DLCs and new titles slated for 2026–2027, and indicated expectations for year-over-year growth in Q2 supported by upcoming ARK releases and recognition of approximately $11 million in deferred revenue upon the release of Genesis Part 1.
Snail, Inc. entered into Amendment No. 3 to its ARK1 License Agreement with SDE Inc., effective April 1, 2026, reducing monthly licensing fees from $2 million to $1.5 million until the public release of ARK 2 and revising how $5 million DLC payments apply. The agreement continues royalties of 25% of revenue from ARK: Survival Ascended and 60% from ARK: Survival Evolved. Snail also signed a Software Development Outsourcing Agreement with Suzhou Snail under which Suzhou Snail will develop the Project Aether game for $1.966 million, paid in four quarterly installments, while Snail retains all intellectual property. Both counterparties are entities affiliated with Snail’s founder and senior executives, making these related-party arrangements.
Snail, Inc. reported that Nasdaq has notified the company it is not in compliance with continued listing standards because it failed to meet the minimum $500,000 net income from continuing operations test and also did not satisfy alternative market value or stockholders’ equity requirements.
The company has until May 11, 2026 to submit a compliance plan, after which Nasdaq may grant up to 180 days from the deficiency letter to demonstrate compliance. Snail’s Class A common stock continues to trade on The Nasdaq Capital Market while it prepares and submits its plan, which may include potential equity or debt financing transactions.
Snail, Inc. reported mixed fourth quarter and full-year 2025 results. Q4 net revenue was $25.1 million versus $26.2 million a year ago, with Bookings rising to $20.8 million from $17.0 million. Q4 net loss was $0.9 million compared with net income of $1.1 million.
For 2025, net revenue slipped to $81.2 million from $84.5 million, but Bookings grew 16.2% to $87.8 million, helped by ARK: Lost Colony, ARK: Astraeos and other ARK franchise content. Total units sold increased 32.7% to 6.3 million.
Full-year net loss widened to $27.2 million from net income of $1.8 million, driven by a $10.1 million non-cash tax expense, higher general and administrative, research and development, advertising and marketing, and impairment charges. EBITDA fell to $(16.8) million from $3.2 million. Snail ended 2025 with $8.6 million in unrestricted cash, total assets of $59.3 million, total liabilities of $81.2 million, and a stockholders’ equity deficit of $21.9 million.
Snail, Inc. entered into a securities purchase agreement for an unsecured convertible promissory note. The Investor agreed to buy a note with $2,200,000 principal for a $2,000,000 purchase price reflecting a 10% original issue discount. The note carries a one-time 5% interest charge and a 12‑month maturity, and is senior unsecured to other unsecured debt.
The note is convertible at $5.00 per share, with $577,500 of the amount convertible at the lesser of $5.00 or 92% of the lowest VWAP over the five trading days before conversion, subject to ownership limits and customary adjustments. The company must reserve the greater of 3,275,046 shares or a formula-based amount for conversions. A registration rights agreement requires filing a resale registration within 90 days and effectiveness within 120 days, with an extension for any SEC shutdown. Majority stockholders previously approved issuance exceeding Nasdaq Listing Rule 5635(d).
Snail, Inc. (SNAL) disclosed executive compensation updates. On October 10, 2025, its subsidiary Snail Games USA, Inc. amended agreements for three executives to raise annual base salaries, effective October 6, 2025.
New base salaries: Hai Shi (Founder, CEO, Chief Strategy Officer and Chairman) $440,000; Heidy Chow (CFO) $418,000; Peter Kang (SVP, Director of Business Development and Operations) $330,000. The amendments are filed as Exhibits 10.1, 10.2 and 10.3.
Snail, Inc. disclosed that its board approved the appointment of Hai Shi (Mr. Shi) as the sole Chief Executive Officer of Snail Games and its affiliates, including the Company, effective October 1, 2025. The filing shows Mr. Shi signed the 8-K as Founder, Chief Executive Officer, Chief Strategy Officer and Chairman of the Board of Directors, indicating he will serve in multiple senior roles. The disclosure is brief and limited to the leadership change; no financial results, compensation details, or other material transactions are provided in the text.
Snail, Inc. filed a current report to note that it has released its financial results for the second fiscal quarter ended June 30, 2025. On August 19, 2025, the company issued a press release describing these quarterly results, which is included as Exhibit 99.1 to the report.
The company clarifies that the information in this report and in the attached press release is being furnished rather than filed under securities laws, which affects how it may be used in future legal or regulatory contexts.
Snail, Inc. (Nasdaq: SNAL) filed a Form 8-K covering two governance-related matters:
1. Director equity compensation. On 20 June 2025 the Board granted time-based restricted stock units (RSUs) to the company’s three independent, non-employee directors under the 2022 Omnibus Incentive Plan at a fair-market value of $1.35 per share. Neil Foster and Sandra Pundmann each received 133,332 RSUs, while Ryan Jamieson received 71,110 RSUs. For each director, RSUs covering fiscal-year 2023 and 2024 service vest immediately; RSUs tied to service beginning on the date of the 2025 annual meeting vest quarterly over one year. The awards align with the company’s existing non-employee director compensation policy, which targets annual equity grants valued at US $60,000.
2. 2025 Annual Meeting voting results (19 June 2025). A quorum representing 93.3 % of outstanding voting power was present. Shareholders:
- Elected all eight director nominees (votes FOR ≈ 287.6 million; WITHHELD ≤ 69.5 thousand; negligible broker non-votes).
- Ratified BDO USA, P.C. as independent registered public accounting firm for FY 2025 (FOR = 293,456,497; AGAINST = 9,575; ABSTAIN = 1,160).
No other proposals were presented, and no resignations or leadership changes were disclosed. The filing contains no financial performance data or strategic transactions.