UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934
Date of Report (Date of earliest event reported):
September 10, 2026 (
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| Item 3.01 | Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing. |
As previously disclosed, on July 17, 2026, 20/20 Biolabs, Inc. (the “Company”) received a notification letter from The Nasdaq Stock Market LLC (“Nasdaq”) indicating that the Company was not in compliance with the $1.00 closing bid price requirement set forth under Nasdaq Listing Rule 5550(a)(2) (the “Bid Price Rule”) for the 30 consecutive business days from June 3, 2026 to July 16, 2026. Pursuant to Nasdaq Listing Rule 5810(c)(3)(A), the Company was granted a 180-calendar day compliance period, or until January 13, 2027, to regain compliance with the Bid Price Rule. To regain compliance, the closing bid price of the Company’s common stock must be at least $1.00 per share for at least ten (10) consecutive business days during the 180-calendar day compliance period. In the event that the Company is not in compliance by January 13, 2027, the Company may be afforded a second 180-calendar day compliance period. To qualify for this additional time, the Company will be required to meet the continued listing requirement for the market value of publicly held shares and all other initial listing standards for The Nasdaq Capital Market, with the exception of the Bid Price Rule, and will need to provide written notice of its intention to cure the deficiency during the second compliance period. If the Company does not regain compliance within the allotted compliance period(s), including any extensions that may be granted by Nasdaq, Nasdaq will provide notice that the Company’s common stock will be subject to delisting. The Company intends to monitor the closing bid price of its common stock and may, if appropriate, consider implementing available options to cure the deficiency and regain compliance with the Bid Price Rule within the compliance period(s) under Nasdaq’s Listing Rules.
On September 3, 2026, the Company received an additional notification letter from Nasdaq indicating that the Company is not in compliance with the stockholders’ equity requirement of $2,500,000 set forth under Nasdaq Listing Rule 5550(b)(1) (the “Equity Rule”), given that the Company’s Form 10-Q for the period ended June 30, 2026 reported stockholders’ equity of $1,620,700, and as of September 3, 2026, the Company does not meet the alternatives for continued listing. The Company has 45 calendar days to submit a plan to regain compliance. If the plan is accepted, Nasdaq may grant an extension of up to 180 calendar days from the date of the notification letter to evidence compliance. If the plan is not accepted, the Company will have the opportunity to appeal that decision to a hearings panel. Although the Company believes that its plan will be sufficient to enable it to regain compliance, no assurance can be provided that Nasdaq will accept the Company’s plan or that the Company will ultimately regain compliance with the Equity Rule. Furthermore, if the Company does not regain compliance with the Equity Rule by January 13, 2027, then the Company will not qualify for an additional 180-calendar day compliance period to regain compliance with the Bid Price Rule.
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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.
| Date: September 10, 2026 | 20/20 BIOLABS, INC. | |
| /s/ Jonathan Cohen | ||
| Name: | Jonathan Cohen | |
| Title: | Chief Executive Officer | |
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