Armlogi Holding Corp. 8-K

What Happened
Armlogi Holding Corp. (BTOC) announced that Nasdaq approved its application to transfer the company’s common stock from The Nasdaq Global Market to The Nasdaq Capital Market. The approval was communicated in a Nasdaq letter dated May 7, 2026, and the transfer takes effect at the opening of business on May 8, 2026. Nasdaq has granted the company an additional 180‑calendar‑day period (the Second Compliance Period) to regain compliance with the minimum $1.00 bid‑price requirement, extending the deadline to November 2, 2026. The Company previously received a notice on November 7, 2025 that its stock had traded below $1.00 for 30 consecutive business days and had an initial cure period that expired May 6, 2026.

Key Details

• Nasdaq approval dated May 7, 2026; transfer to The Nasdaq Capital Market effective May 8, 2026.
• New 180‑day cure period runs through November 2, 2026; compliance requires the bid price to close at or above $1.00 for a minimum of 10 consecutive business days.
• Company had an earlier Market Value of Publicly Held Shares (MVPHS) deficiency (< $5,000,000); transfer to the Capital Market restores compliance with the MVPHS requirement.
• The Company said it may consider options including a reverse stock split to cure the bid‑price deficiency, but there is no assurance it will regain or maintain compliance; failure could lead to delisting and an appeal process.

Why It Matters
For investors, the filing signals that Armlogi avoided immediate delisting by moving to the Nasdaq Capital Market and receiving more time to fix its sub‑$1.00 share price. The extended cure period gives the company a defined window to take corrective actions (for example, a reverse stock split) or for the market to raise the share price. However, if the company does not achieve the required bid price by November 2, 2026, Nasdaq could initiate delisting procedures—an outcome that can reduce liquidity and limit trading options. The notice does not change the company’s SEC reporting obligations or its current operations.