Tevogen Bio Holdings Inc. (TVGN) - Form 8-K Summary
Business Context and Reporting Period
This Current Report on Form 8-K was filed by Tevogen Bio Holdings Inc. on April 22, 2026, covering events occurring on April 16 and April 17, 2026. The Company is incorporated in Delaware and its securities trade on The Nasdaq Stock Market LLC under the symbols TVGN (Common Stock) and TVGNW (Warrants).
Key Financial Metrics
The filing does not provide specific financial statements, revenue, profit, cash flow, or debt figures. The report focuses exclusively on market capitalization metrics required for continued listing on Nasdaq.
- Market Value of Listed Securities: Failed to meet the $50 million minimum requirement over the previous 30 consecutive business days.
- Market Value of Publicly Held Shares: Failed to meet the $15 million minimum requirement over the previous 30 consecutive business days.
Material Changes
The primary material event is the receipt of deficiency notices from The Nasdaq Stock Market LLC. The Company no longer satisfies Nasdaq Listing Rule 5450(b)(2)(A) regarding the minimum market value of listed securities and Rule 5450(b)(2&3)(C) regarding the minimum market value of publicly held shares. These notifications have no immediate effect on the Company's listing or trading status.
Outlook, Risks, and Management Commentary
Nasdaq has granted the Company a 180-calendar-day compliance period to regain standing:
- Compliance Deadline for Market Value of Listed Securities: October 13, 2026.
- Compliance Deadline for Market Value of Publicly Held Shares: October 14, 2026.
To regain compliance, the Company must maintain a market value of listed securities of at least $50 million or a market value of publicly held shares of at least $15 million for a minimum of 10 consecutive business days (up to 20 days). Management intends to monitor market values and may evaluate options, including a potential transfer to The Nasdaq Capital Market. The Company explicitly states there is no assurance it will regain compliance or maintain listing status.
Investor Verification Checklist
- Verify the current market capitalization and public float of TVGN to assess the gap to the $50 million and $15 million thresholds.
- Monitor the stock price volatility over the next 10 to 20 business days to determine if the Company can meet the consecutive day requirement.
- Review future filings for any announcements regarding a transfer to The Nasdaq Capital Market or other capital raising activities.
- Confirm the exact dates of the compliance deadlines (October 13 and 14, 2026) to track the remaining runway.