GIPR

Business Context and Reporting Period

Company: Generation Income Properties, Inc. (GIPR)
Filing Type: Form 8-K (Current Report)
Date of Report: August 20, 2025
Event: Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard from The Nasdaq Stock Market LLC.

Key Financial Metrics

This filing does not provide revenue, profit, cash flow, or debt metrics. It references specific equity data from a prior filing:

• Stockholders' Equity: Deficit of ($965,694) as of June 30, 2025 (per Form 10-Q).
• Nasdaq Minimum Equity Requirement: $2,500,000.
• Alternative Listing Standards Met: No. The company does not meet the $35 million market value of listed securities standard, nor the net income standard of $500,000 from continuing operations.

Material Changes and Compliance Status

The company received a formal notice from Nasdaq on August 20, 2025, stating it is not in compliance with Listing Rule 5550(b)(1) due to insufficient stockholders' equity. The company also fails to meet alternative continued listing standards regarding market value and net income. The common stock continues to trade on the Nasdaq Capital Market under the symbol "GIPR" pending the outcome of the compliance process.

Outlook, Risks, and Management Commentary

Compliance Timeline:

• Plan Submission Deadline: October 3, 2025 (45 calendar days from notice).
• Compliance Period: If a plan is accepted, the company may receive up to 180 calendar days to demonstrate compliance.

Management Intent: The company intends to submit a compliance plan within the prescribed timeframe and is evaluating various courses of action to regain compliance. Risks: There is no assurance that Nasdaq will accept the plan or that the company will regain compliance. Failure to do so could result in delisting. The company retains the right to request a hearing before a Nasdaq Hearings Panel if delisting is threatened.

Investor Verification Checklist

• Verify the company's stockholders' equity deficit of ($965,694) reported in the Form 10-Q for the quarter ended June 30, 2025.
• Monitor the submission of the compliance plan by the October 3, 2025 deadline.
• Track Nasdaq's acceptance or rejection of the submitted compliance plan.
• Review subsequent filings for updates on the company's ability to raise capital or improve financial metrics to meet the $2.5 million equity threshold.
• Assess the risk of potential delisting if the 180-day compliance period expires without meeting standards.