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SOBR Safe (NASDAQ: SOBR) hit with Nasdaq bid-price deficiency and delisting risk

Filing Impact
(Moderate)
Filing Sentiment
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

SOBR Safe, Inc. reported that Nasdaq notified the company on March 19, 2026 that its common stock has failed to meet the minimum $1.00 per share bid price requirement for 30 consecutive business days under Nasdaq Listing Rule 5550(a)(2). The notice also cited prior reverse stock splits of 1‑for‑110 on October 2, 2024 and 1‑for‑10 on April 4, 2025, for a cumulative ratio of 1‑for‑1100, which makes SOBR ineligible for the standard 180‑day cure period. The company’s stock continues to trade on the Nasdaq Capital Market under the symbol SOBR, and the notice does not affect its business operations or SEC reporting. SOBR plans to timely appeal the Nasdaq staff determination to a hearings panel, submit a compliance plan, and, if needed, pursue another reverse stock split, but there is no assurance it will regain or maintain listing compliance.

Positive

  • None.

Negative

  • Heightened Nasdaq delisting risk: SOBR Safe is below the $1.00 bid-price requirement and, due to prior reverse splits totaling a 1‑for‑1100 ratio, is ineligible for the standard 180‑day cure period, making the appeal outcome critical for maintaining its Nasdaq listing.

Insights

Nasdaq bid-price noncompliance raises real delisting risk for SOBR.

SOBR Safe has been below Nasdaq’s $1.00 minimum bid price for 30 straight business days, triggering a deficiency notice. Because it already executed reverse splits totaling a 1‑for‑1100 ratio in the past two years, it is not eligible for the usual 180‑day grace period.

The company will appeal to a Nasdaq hearings panel and may propose another reverse split to regain compliance. A hearing request stays any suspension while the process runs, but the outcome is uncertain, and the notice explicitly warns that the securities will be scheduled for delisting absent a successful appeal.

If the appeal fails, shares could move off Nasdaq to a less liquid market, which often affects trading volume and investor access. Until the panel decides, the stock continues trading on the Nasdaq Capital Market under the symbol SOBR, and business operations and SEC reporting are described as unchanged.

 

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): March 19, 2026

 

SOBR SAFE, INC.

(Exact name of registrant as specified in its charter)

 

Delaware

 

000-53316

 

26-0731818

(State or other

jurisdiction of incorporation)

 

(Commission

File Number)

 

(IRS Employer

Identification No.)

 

6400 S. Fiddlers Green Circle, Suite 1400

Greenwood Village, Colorado 80111

(Address of principal executive offices) (zip code)

 

(844) 762-7723

(Registrant’s telephone number, including area code)

 

___________________________________________

(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

 

SOBR

 

The Nasdaq Stock Market LLC

(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 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).

 

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 March 19, 2026, SOBR Safe, Inc. (the “Company”) received a deficiency letter (the “Letter”) from the Listing Qualifications Department (the “Staff”) of the Nasdaq Stock Market LLC (“Nasdaq”) notifying the Company that, for the preceding 30 consecutive business days, the closing bid price of the Company’s common stock remained below the minimum $1.00 per share requirement for continued inclusion on The Nasdaq Capital Market pursuant to Nasdaq Listing Rule 5550(a)(2) (the “Bid Price Requirement”).

 

In addition, the Letter noted that the Company effected a 1-for-110 reverse stock split on October 2, 2024, and a 1-for-10 reverse stock split on April 4, 2025, making the cumulative reverse stock split ratio 1-for-1100 (the “Reverse Splits”) over the last two years.  As a result of the Reverse Splits, the Company is not eligible for the 180-day compliance period set forth in Rule 5810(c)(3)(A) because the Reverse Splits have a cumulative ratio of over 1-for-250.

 

The notification has no immediate effect on the Company’s Nasdaq listing and the Company’s common stock will continue to trade on Nasdaq under the ticker symbol “SOBR.”  In addition, it does not affect the Company’s business, operations or reporting requirements with the Securities and Exchange Commission. 

 

Accordingly, as described in the Letter, unless the Company timely appeals the Staff’s determination to a hearings panel (the “Panel”), Nasdaq will schedule the Company’s securities for delisting from Nasdaq and will suspend trading of the securities.

 

The Company plans to timely appeal the Staff’s determination and intends to submit a plan to the Panel to regain compliance with the Bid Price Requirement, and if necessary, effect a reverse stock split. The hearing request will automatically stay any suspension or delisting action pending the hearing and the expiration of any additional extension period granted by the Panel following the hearing. However, there can be no assurance that the Company will regain compliance with the Bid Price Requirement or otherwise maintain compliance with any of the other listing requirements.

 

 

 
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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.

 

 

SOBR Safe, Inc.

a Delaware corporation

 

 

 

 

 

Dated: March 25, 2026

By:

/s/ Christopher Whitaker

 

 

 

Christopher Whitaker, Chief Financial Officer

 

 

 
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FAQ

What Nasdaq issue did SOBR Safe (SOBR) disclose in this 8-K?

SOBR Safe disclosed that Nasdaq notified the company it no longer meets the $1.00 minimum bid price requirement after 30 consecutive business days below that level. This triggers a potential delisting process under Nasdaq Listing Rule 5550(a)(2).

How do SOBR Safe’s prior reverse stock splits affect its Nasdaq compliance options?

SOBR Safe completed a 1‑for‑110 reverse split in October 2024 and a 1‑for‑10 reverse split in April 2025, for a cumulative 1‑for‑1100 ratio. Because this exceeds 1‑for‑250 over two years, the company is not eligible for Nasdaq’s standard 180‑day bid-price cure period.

Is SOBR Safe’s stock being immediately delisted from Nasdaq after the notice?

No, the company states the notification has no immediate effect on its Nasdaq listing. SOBR Safe’s common stock continues to trade on the Nasdaq Capital Market under the symbol SOBR while it pursues an appeal and any panel process.

What actions does SOBR Safe plan to take in response to the Nasdaq deficiency letter?

The company plans to timely appeal the Nasdaq staff determination to a hearings panel and submit a plan to regain compliance with the bid-price rule. If necessary, it also indicates it may effect another reverse stock split as part of that plan.

Does the Nasdaq bid-price notice affect SOBR Safe’s business operations or SEC reporting?

The company states that the Nasdaq notification does not affect its business operations or its reporting obligations with the SEC. The primary risk disclosed relates to potential future delisting if compliance is not regained.

What happens if SOBR Safe does not successfully appeal the Nasdaq determination?

The letter states that, unless SOBR Safe timely appeals, Nasdaq will schedule its securities for delisting and suspend trading. Even with an appeal, there is no assurance the company will regain compliance or continue meeting all Nasdaq listing requirements.

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Sobr Safe Inc

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