UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
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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 reported, on March 16, 2026, NextNRG, Inc. (the “Company”) was notified by The Nasdaq Stock Market LLC (“Nasdaq”) that it did not comply with the $1.00 minimum bid price requirement of Nasdaq Listing Rule 5550(a)(2) (the “Bid Price Rule”), and on September 15, 2026, following the expiration of the applicable compliance period, the Company received a determination from the Nasdaq Listing Qualifications Staff to delist the Company’s common stock.
Also as previously reported, on October 21, 2026, the Company was further notified that it did not comply with the $35 million market value of listed securities requirement of Nasdaq Listing Rule 5550(b)(2) or the alternative continued listing standards under Nasdaq Listing Rule 5550(b).
The Company timely requested a hearing before the Nasdaq Hearings Panel (the “Panel”), which stayed the delisting and suspension of the Company’s common stock pending the Panel’s decision. A hearing on the matter was held on October 22, 2026.
On November 9, 2026, the Panel notified the Company (the “Notice”) that the Panel has determined to deny the Company’s request to continue its listing on Nasdaq and that trading in the Company’s common stock will be suspended at the open of trading on November 11, 2026.
The Company intends to immediately exhaust all available avenues and request that the Nasdaq Listing and Hearing Review Council (the “Listing Council”) review the Panel’s decision and conclusions,
A request for review will not stay the suspension of trading in the Company’s common stock. The Company expects that its common stock will be quoted on the OTC Markets under the symbol “NXXT” beginning on or about November 11, 2026.
This report contains forward-looking statements, including, but not limited to, statements regarding the Company’s ability to maintain or regain its listing on Nasdaq, the Company’s ability to have the Panel’s decision reviewed or overturned by the Listing Council and the quotation of the Company’s common stock following suspension . Such statements are subject to risks and uncertainties, and actual results may differ materially from those expressed or implied by such forward-looking statements. Investors are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date of this report. The Company undertakes no obligation to update any forward-looking statement in this report, except as required by law.
Item 9.01 Financial Statements and Exhibits.
| Exhibit No. | Description | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| Date: November 10, 2026 | NEXTNRG,
INC. (Registrant) | |
| By: | /s/ Michael D. Farkas | |
| Name: | Michael D. Farkas | |
| Title: | Chief Executive Officer | |