Business Context and Reporting Period
Company: GIFTIFY, INC.
Filing Type: Form 8-K (Current Report)
Date of Report: March 24, 2026
Reporting Period: Event date March 24, 2026; Signed March 27, 2026
Business Context: The Company is an emerging growth company incorporated in Delaware with its principal executive offices in Schaumburg, IL. Its common stock trades on The Nasdaq Capital Market under the symbol "GIFT".
Key Financial Metrics
This filing is a current report regarding a listing status event and does not contain financial statements, revenue, profit, cash flow, margin, debt, or liquidity data. The filing text does not provide a clear value for any financial metrics.
Material Changes
Listing Status Deficiency: On March 24, 2026, the Company received a notice from Nasdaq stating it failed to maintain the minimum bid price requirement of $1.00 per share for the last 30 consecutive business days, violating Rule 5550(a)(2).
Outlook, Risks, and Contingencies
- Compliance Period: The Company has been granted an initial 180-calendar-day period to regain compliance. Compliance is achieved if the closing bid price is at least $1.00 for a minimum of 10 consecutive business days within this period.
- Secondary Compliance Option: If the Company fails to regain compliance in the initial period but meets other initial listing standards (excluding bid price), it may be eligible for an additional 180-day period. This may require effecting a reverse stock split.
- Delisting Risk: If the Company fails to cure the deficiency or is deemed ineligible for continued listing, Nasdaq will provide notice that the Company's shares are subject to delisting.
Investor Verification Checklist
- Verify the current closing bid price of GIFTIFY, INC. common stock to assess immediate compliance status.
- Monitor the Company's stock price for 10 consecutive business days to determine if the initial 180-day cure period is satisfied.
- Review future filings for announcements regarding a potential reverse stock split if the initial cure period expires without compliance.
- Check for any subsequent Nasdaq notices regarding the Company's eligibility for a second compliance period or potential delisting.