Charlton Aria Acquisition Corp 8-K

What Happened
On April 16, 2026, Charlton Aria Acquisition Corp (CHAR) received a notice from the Nasdaq Listing Qualifications Department saying it is not in compliance with Nasdaq Listing Rule 5250(c)(1) because it did not timely file its Annual Report on Form 10‑K for the fiscal year ended December 31, 2025. The notice does not immediately affect the listing or trading of CHAR’s securities. The company issued a press release about the notice on April 21, 2026.

Key Details

• Nasdaq notified CHAR on April 16, 2026 of noncompliance with Rule 5250(c)(1) (late Form 10‑K).
• CHAR has 60 days (until June 15, 2026) to submit a plan to regain compliance.
• If Nasdaq accepts the plan, CHAR could receive up to a 180‑day extension from the Form 10‑K due date (until October 12, 2026) to file.
• If the plan is not accepted, CHAR may appeal to a Nasdaq Hearings Panel. The company said it intends to file the Form 10‑K as promptly as possible and will submit a compliance plan if it cannot file by June 15.

Why It Matters
Failure to timely file required SEC reports can lead to delisting if not cured, so this is a material regulatory compliance issue for shareholders. Trading continues for now, but investors should watch for the company’s Form 10‑K filing or any updates from Nasdaq about acceptance of a compliance plan or further proceedings.