[8-K] Veru Inc. Reports Material Event

Rhea-AI Filing Summary

Veru Inc. notified Nasdaq on August 26, 2025 that it has regained compliance with Nasdaq's minimum $1.00 bid price requirement for continued listing, and Nasdaq has closed the related matter. The earlier notice of noncompliance was issued August 29, 2024 because Veru's common stock had not maintained a minimum bid of $1.00 for 30 consecutive business days. Nasdaq originally gave Veru 180 calendar days to regain compliance, which was later extended to August 25, 2025. This 8-K confirms the company met the minimum bid price threshold by the extended deadline and the listing deficiency is resolved.

Positive

• Regained Nasdaq compliance with the minimum $1.00 bid price requirement, and Nasdaq has closed the matter
• Delisting risk removed for the immediate term, preserving the company’s listing on the Nasdaq Capital Market

Negative

• Previously out of compliance since a notice on August 29, 2024 due to failing to maintain a $1.00 minimum bid for 30 consecutive business days
• Underlying share price volatility that caused the noncompliance is not addressed by this filing

Insights

Corporate Governance Expert

TL;DR: Regaining Nasdaq compliance removes immediate delisting risk and stabilizes the company’s listing status for shareholders.

The Nasdaq letter closing the minimum bid price matter is procedurally significant: it eliminates an outstanding listing deficiency that could have led to delisting proceedings if unresolved by the extended deadline. This outcome restores investor-facing normalcy around the company’s trading status and avoids administrative distraction for management. However, compliance on bid price is a threshold requirement and does not address underlying business performance or volatility that caused the deficiency.

Securities Analyst

TL;DR: Positive technical development reducing short-term regulatory risk, but operational fundamentals are unchanged by this filing.

From a market-structure perspective, the closure of the minimum bid price matter removes the immediate regulatory overhang that can suppress liquidity and investor interest. The filing confirms the company satisfied the rule that its common stock trade at or above $1.00 for the required period by the extended deadline. Investors should note this is a remediation of a compliance issue rather than new financial performance or strategic change; the company's pricing volatility that led to the earlier notice remains a factor to monitor.

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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): August 26, 2025

VERU INC.

(Exact name of registrant as specified in its charter)

Wisconsin		1-13602		39-1144397
(State or other jurisdiction of incorporation)		(Commission File Number)		(IRS Employer Identification No.)

2916 N. Miami Avenue, Suite 1000, Miami, Florida 33127

Address of principal executive offices) (Zip Code)

Registrant’s telephone number, including area code: (305) 509-6897

Not Applicable

(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 (see General Instruction A.2. below):

☐	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, $0.01 par value per share	VERU	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 (§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 8.01.         Other Events.

On August 26, 2025, Veru Inc. (the “Company”) received a letter from the Listing Qualifications Department of The Nasdaq Stock Market LLC (“Nasdaq”) stating that the Company has regained compliance with the minimum bid price requirement for continued listing on Nasdaq under Nasdaq Listing Rule 5550(a)(2) (the “Minimum Bid Price Requirement”) and the minimum bid price matter is now closed. The letter was pursuant to a previous letter received on August 29, 2024 notifying the Company that it was not then in compliance with the Minimum Bid Price Requirement because its common stock had failed to maintain a minimum bid price of $1.00 or more for 30 consecutive business days and providing the Company with a period of 180 calendar days from the date of notification to regain compliance with the Minimum Bid Price Requirement, which was subsequently extended to August 25, 2025.

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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.

Date: August 27, 2025	VERU INC.
	By:	/s/ Michele Greco
		Michele Greco
		Chief Financial Officer and Chief Administrative Officer

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FAQ

What did Veru Inc. (VERU) report in the August 26, 2025 8-K?

The company reported that Nasdaq notified Veru it has regained compliance with the minimum $1.00 bid price requirement and that the matter is closed.

When was Veru originally notified of noncompliance with Nasdaq's minimum bid rule?

Nasdaq notified Veru of noncompliance on August 29, 2024 because its common stock failed to maintain a $1.00 minimum bid for 30 consecutive business days.

Did Nasdaq extend the deadline for Veru to regain compliance?

Yes. Nasdaq initially provided a 180-calendar-day period to regain compliance, which was subsequently extended to August 25, 2025.

Does this 8-K include financial results or other operational changes for VERU?

No. The 8-K only addresses the Nasdaq minimum bid price compliance matter and does not include earnings, financial tables, or operational disclosures.

What is the practical effect of Nasdaq closing the minimum bid price matter for VERU?

Nasdaq’s closure removes the immediate delisting threat tied to the minimum bid price rule, preserving the company’s continued listing on the Nasdaq Capital Market.