[8-K] SRx Health Solutions, Inc. Reports Material Event

Rhea-AI Filing Summary

SRx Health Solutions, Inc. reported a NYSE American noncompliance notice tied to Section 1003(a)(ii), which requires stockholders’ equity of at least $4 million when a company has losses in three of its four most recent fiscal years. The notice, dated October 14, 2025, has no immediate effect on the listing, and SRXH common stock will continue trading on NYSE American.

The company must submit a compliance plan by November 13, 2025, detailing actions to regain compliance by July 14, 2026. Under Section 1009 procedures, delisting proceedings could be initiated if the deficiency is not cured, and the exchange may accelerate action if trading levels are viewed as abnormally low. SRx stated it is developing plans and remains in discussions with the exchange. A press release was issued on October 17, 2025.

Insights

Equity Markets & Listing Standards Analyst

SRXH faces NYSE American equity deficiency; plan due Nov 13, 2025.

SRx Health Solutions received a notice under Section 1003(a)(ii), which requires stockholders’ equity of at least $4 million when losses are reported in three of the last four fiscal years. The company’s shares continue to trade, so there is no immediate trading suspension or delisting effect from the notice alone.

The exchange’s Section 1009 procedures apply, meaning SRXH must submit a plan by November 13, 2025 to regain compliance by July 14, 2026. NYSE American may accelerate delisting if trading is deemed abnormally low, indicating sensitivity to market conditions while the plan is evaluated.

Key milestones are the plan submission and the cure deadline. Actual outcomes depend on the exchange’s review and the company’s execution; the filing does not specify planned measures or capital actions.

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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): October 14, 2025

SRx Health Solutions, Inc.

(Exact name of Registrant as Specified in its Charter)

Delaware		001-40477		83-4284557
(State or other Jurisdiction of Incorporation)		(Commission File Number)		(IRS Employer Identification No.)

12400 Race Track Road

Tampa, Florida 33626

(Address of Principal Executive Offices) (Zip Code)

(Registrant’s Telephone Number, Including Area Code): (212) 896-1254

N/A

(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, $0.001 par value share		SRXH		NYSE American

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 October 14, 2025, SRx Health Solutions, Inc, a Delaware corporation. (the “Company”) received a written notice (the “Notice”) from the NYSE American LLC (the “NYSE American”) indicating that the Company is not in compliance with the NYSE American continued listing standard set forth in Section 1003(a)(ii) of the NYSE American Company Guide (“Section 1003(a)(ii)”). Section 1003(a)(ii) requires a listed company to have stockholders’ equity of $4 million or more if the listed company has reported losses from continuing operations and/or net losses in three of its four most recent fiscal years.. 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 NYSE American under the symbol “SRXH.” Additionally, the Notice does not result in the immediate delisting of the Company’s common stock from the NYSE American.

The Company is subject to the procedures and requirements of Section 1009 of the Company Guide. The procedures and requirements of Section 1009 of the NYSE American Company Guide, which could, among other things, result in the initiation of delisting proceedings, unless the Company cures the deficiency in a timely manner. NYSE American may also accelerate delisting action in the event that the Company’s common stock trades at levels viewed by the Staff to be abnormally low. The Company has until November 13, 2025, to submit a plan of actions it has taken or will take to regain compliance with the Exchange’s continued listing standards by July 14, 2026.

The Company intends to regain compliance with the NYSE American’s continued listing standards by undertaking a measure or measures that are for the best interests of the Company and its shareholders.

The Company’s receipt of the Notice does not affect the Company’s business, operations or reporting requirements with the Securities and Exchange Commission. The Company is actively engaged in discussions with the NYSE American and is developing plans to regain compliance with the NYSE American’s continued listing standards within the cure period.

As required under NYSE American rules, the Company issued a press release on October 17, 2025, announcing that it had received the Notice. A copy of the press release announcing these events is attached as Exhibit 99.1 to this Current Report on Form 8-K and is hereby incorporated by reference herein.

Item 9.01 Financial Statements and Exhibits

(d) Exhibits.

Exhibits		Description
99.1		Press Release dated October 17, 2025.
104		Cover Page Interactive Data File (Embedded within the Inline XBRL document)

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.

	SRx Health Solutions, Inc.
	By:	/s/ Carolina Martinez
	Name:	Carolina Martinez
	Title:	Chief Financial Officer

October 17, 2025

FAQ

What did SRXH (NYSE American: SRXH) disclose in its 8-K?

It received a NYSE American notice for noncompliance with Section 1003(a)(ii), tied to a $4 million stockholders’ equity requirement with recent losses.

Does the NYSE American notice immediately affect SRXH’s listing?

No. The notice has no immediate effect; SRXH common stock continues to trade on NYSE American.

What deadlines did SRXH disclose to regain compliance?

Submit a plan by November 13, 2025 to regain compliance by July 14, 2026.

What listing standard is at issue for SRXH?

Section 1003(a)(ii), which requires stockholders’ equity of at least $4 million when losses occur in three of four recent fiscal years.

Could SRXH be delisted from NYSE American?

Potentially. Section 1009 procedures allow initiation of delisting if the deficiency is not cured, and action may be accelerated if trading is abnormally low.

Did SRXH issue a press release about the notice?

Yes. A press release dated October 17, 2025 was issued and furnished as Exhibit 99.1.