UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
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Item 8.01. Other Events.
As previously reported, on April 10, 2025, Nasdaq notified the Company that based upon the Company’s closing bid price for the previous 30 consecutive business days (February 26, 2025 through April 9, 2025), the Company no longer met the listed securities requirement to maintain a minimum bid price of $1 per share pursuant to Nasdaq Rules 5550(a)(2). On April 14, 2026, the Company was removed from the Nasdaq Stock Market for failing to regain compliance with the Minimum Bid Price Rule.
On April 9, 2026, the Company appealed the Nasdaq Staff’s delisting determination. The Company was granted an appeal of the Nasdaq Staff’s delisting determination to a hearings panel pursuant to the procedures set forth in the applicable Nasdaq Listing Rules. The Company attended its initial appeal meeting on May 12, 2026 and is currently working with the Nasdaq Hearings Panel to demonstrate that the Company has a plan that will enable the Company to satisfy the requirements for re-listing on The Nasdaq Capital Market.
On June 17, 2026, the Hearings Panel notified the company that it would grant the Company continued listing on the Nasdaq Capital Market subject to the completion of certain compliance conditions. Under the terms of the Panel’s decision, SCWorx must demonstrate compliance with Nasdaq’s minimum bid price requirement by achieving a closing bid price of at least $1.00 per share for a minimum of twenty (20) consecutive trading days, as required under Nasdaq Listing Rule 5815(c)(4) subject to the following:
| ● | On or before July 22, 2026, the Company shall obtain shareholder approval for a RSS at a ratio sufficient to achieve a post-split price reasonably expected to sustain compliance with the Bid Price Rule. |
| ● | On or before August 3, 2026, the Company shall have effected a reverse stock split. |
| ● | On or before August 28, 2026, the Company shall demonstrate compliance with the Bid Price Rule by evidencing a closing bid price at or above $1.00 per share for a minimum of 20 consecutive trading days. |
On July 24, 2026, the Company received a partial compliance letter from Nasdaq confirming the Company’s compliance with the first provision of its compliance plan to regain Nasdaq Eligibility.
The Company is currently working to regain compliance with all applicable Nasdaq Listing Rules. However, there can be no assurance that if the Company will be successful.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits
| Exhibit | Description | |
| 99.1 | Press release dated July 29, 2026* | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document). |
| * | Filed herwith |
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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.
Dated: July 29, 2026
| SCWorx Corp. | ||
| By: | /s/Timothy A. Hannibal | |
| Name: | Timothy A. Hannibal | |
| Title: | Chief Executive Officer | |
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