Business Context and Reporting Period
Company: ENDRA Life Sciences Inc.
Filing Type: Form 8-K (Current Report)
Date of Report: April 20, 2026
Subject: Notice of Delisting or Failure to Satisfy a Continued Listing Rule (Item 3.01)
Key Financial Metrics
Stockholders' Equity: $2,260,120 (as reported in the Annual Report on Form 10-K for the year ended December 31, 2025).
Nasdaq Minimum Requirement: $2,500,000 (Rule 5550(b)(1)).
Other Metrics: The filing text does not provide clear values for revenue, profit, cash flow, margins, debt, or liquidity beyond the stockholders' equity figure.
Material Changes and Compliance History
- Initial Deficiency: On May 27, 2025, Nasdaq notified the Company that stockholders' equity fell below the $2.5 million minimum.
- Temporary Compliance: The Company submitted a compliance plan on July 11, 2025, and received an extension to November 24, 2025. On November 18, 2025, Nasdaq determined the Company had regained compliance, subject to ongoing monitoring.
- Current Non-Compliance: Based on the 2025 Form 10-K, the Company's equity dropped to $2,260,120, resulting in a new non-compliance notice issued on April 20, 2026.
Outlook, Risks, and Management Commentary
Management Action: The Company intends to timely request a hearing before the Nasdaq Hearings Panel. This request will stay any further delisting action pending the Panel's decision and any potential extensions granted.
Risks and Contingencies:
- There is no assurance the Company will regain compliance with the Minimum Stockholders' Equity Requirement.
- There is no assurance the Company will maintain compliance with other Nasdaq listing requirements.
- There is no assurance the Company will be successful in appealing the delisting determination.
- If the Company fails to evidence continued compliance in future periodic reports, it may be subject to delisting.
Forward-Looking Statements: The filing includes standard disclaimers that statements regarding the ability to regain compliance and hearing outcomes are forward-looking and subject to risks and uncertainties.
Investor Verification Checklist
- Verify the exact stockholders' equity figure of $2,260,120 in the Company's Form 10-K for the year ended December 31, 2025.
- Monitor the status of the Company's request for a hearing before the Nasdaq Hearings Panel.
- Review the Company's specific plan to resolve the equity deficiency and regain compliance.
- Check for any subsequent filings regarding the outcome of the Nasdaq hearing or extensions granted.