Beasley Broadcast: Director's Death Reduces Audit Committee Below NASDAQ Rule

What Happened

• Beasley Broadcast Group, Inc. filed an 8-K (Item 3.01) reporting the death of Board member Peter A. Bordes, Jr., who passed away on September 19, 2026. Mr. Bordes joined the Board as an independent director in November 2016 and served on the Audit Committee and Compensation Committee.
• His passing reduced the Audit Committee to two members (both independent), leaving the Company out of compliance with NASDAQ Rule 5605(c)(2)(A), which requires at least three independent directors on the audit committee. The Company notified NASDAQ of the non-compliance on September 23, 2026.

Key Details

• Director: Peter A. Bordes, Jr.; date of death: September 19, 2026; Board service began November 2016.
• Non-compliance: Audit Committee now has 2 members; NASDAQ Rule 5605(c)(2)(A) requires 3 independent members.
• Notice and cure period: Company notified NASDAQ on September 23, 2026 and intends to rely on the cure period under NASDAQ Rule 5605(c)(4)(B), which ends at the earlier of the next annual meeting or September 19, 2027.
• Remediation plan: The Company intends to appoint an independent director to the Audit Committee before the cure period expires.

Why It Matters

• For investors, this is a compliance matter that could affect the Company’s NASDAQ listing if not remedied, but the Company has formally notified NASDAQ and plans to use the allowed cure period to restore compliance.
• The immediate business and financial operations are not reported to be affected in the filing; the key near-term item for shareholders is whether the Company appoints a qualified independent director to the Audit Committee within the cure window.