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8-KAccepted Oct 16, 4:30 PM ET

Health In Tech: Nasdaq notifies noncompliance; bid price below $1.00

HITHealth In Tech, Inc.

Accepted (ET)

4:30 PM

Oct 16, 2026

Filed

Oct 16, 2026

Documents

11

Size

201.8 KB

Summary

Health In Tech: Nasdaq notifies noncompliance; bid price below $1.00

Updated

What happened

  • The company reported that it received a letter from Nasdaq on Oct 14, 2026 notifying it that, following the resignation of Sanjay Shrestha from the board and the audit committee on Aug 10, 2026, it is not in compliance with Nasdaq Listing Rules 5605(b)(1) and 5605(c)(2)(A). The board is currently composed of 4 directors, with 2 independent directors (William D. Howard and Timoty Hayes), and the audit committee currently has 2 members (William D. Howard and Timothy Hayes). The letter has no immediate effect on the listing or trading of the company’s Class A common stock.
  • The company also reported receiving a Nasdaq letter on Oct 12, 2026 stating that the closing bid price for its Class A common stock was below the $1.00 per share minimum for 30 consecutive business days. That letter has no immediate effect on listing or trading.

Key details

  • Nasdaq cited noncompliance with Rules 5605(b)(1) (majority independent directors) and 5605(c)(2)(A) (audit committee of at least 3 independent members).
  • The company has a cure period to regain director/audit committee compliance until the earlier of its next annual meeting or Aug 10, 2027; if the next annual meeting is before Feb 8, 2027, compliance must be evidenced by Feb 8, 2027. The 2026 annual meeting is scheduled for Nov 10, 2026 and the company expects a new independent director nominee.
  • For the bid price deficiency, Nasdaq provided an initial 180-calendar-day cure period until Apr 12, 2027; compliance requires the bid to close at $1.00 or more for 10 consecutive business days. If a reverse stock split is used, it must be completed no later than 10 business days before Apr 12, 2027. The company may be eligible for an additional 180-day period if it meets certain listing standards and notifies Nasdaq.

Why it may matter

  • This filing reports Item 3.01 (Notice of delisting or failure to satisfy a continued listing rule or standard), which covers Nasdaq notices about noncompliance with listing rules, including director independence, audit committee composition, and minimum bid price requirements. The filing does not show why the insider traded or why the company acted.

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