8-K Summary
Registrant and period: The filing is by Pono Capital Two, Inc., not SBC Medical Group Holdings Inc. It reports an event dated April 2, 2024, and was signed April 3, 2024. The registrant’s securities were listed on the Nasdaq Global Market.
Material Event: Nasdaq Listing Deficiency
On April 2, 2024, Pono Capital Two received a written notice from Nasdaq stating that it was not in compliance with Listing Rule 5450(b)(2)(B), which requires at least 1,100,000 publicly held shares for continued listing on the Nasdaq Global Market.
- The notice is a deficiency notification and does not represent an imminent delisting.
- The notice had no immediate effect on the listing or trading of the company’s securities.
- The company had until May 17, 2024, to submit a plan to regain compliance.
- If Nasdaq accepts the plan, it may grant an extension of up to 180 calendar days from the notice date to demonstrate compliance.
- If Nasdaq rejects the plan, the company may appeal to a Nasdaq Hearings Panel.
Financial Metrics and Liquidity
The filing does not provide revenue, profit, cash flow, margins, debt, liquidity, guidance, or other operating or financial metrics.
Investor Verification Priorities
- Verify the correct registrant: the filing identifies Pono Capital Two, Inc., while the request metadata identifies SBC Medical Group Holdings Inc.
- Confirm whether the company submitted a compliance plan by May 17, 2024.
- Monitor Nasdaq’s determination, any extension, and the company’s publicly held share count.
- Assess any subsequent delisting notice, hearing-panel decision, trading impact, or corporate transaction affecting the share count.