Business Context and Reporting Period
This Form 8-K is filed by TOMI Environmental Solutions, Inc. (TOMZ) on May 19, 2026. The report addresses a critical corporate governance event regarding the company's listing status on The Nasdaq Capital Market.
Key Financial Metrics
The filing does not provide specific values for revenue, profit, cash flow, margins, or debt. However, it confirms the company failed to meet the Nasdaq Stockholders' Equity Requirement of $2,500,000 as of the notification date.
Material Changes
- Delisting Notice: On May 19, 2026, Nasdaq notified the company that its Common Stock will be delisted from The Nasdaq Capital Market.
- Non-Compliance Reasons: The delisting is due to the company's failure to regain compliance with two specific rules:
- Bid Price Requirement: The closing bid price remained below $1.00 per share for 30 consecutive business days (originally notified November 21, 2025).
- Stockholders' Equity Requirement: The company failed to maintain the required minimum of $2,500,000 in stockholders' equity.
Outlook, Management Commentary, and Risks
Management intends to file an appeal against the delisting decision. Filing this appeal will stay any further delisting action pending the outcome of a hearing and any potential extensions granted by the Hearing Panel. The primary risk is the potential loss of the Nasdaq listing, which could impact liquidity and investor access.
Investor Verification Checklist
- Verify the status of the appeal filed with Nasdaq and the scheduled hearing date.
- Review the most recent audited financial statements to confirm the exact stockholders' equity balance.
- Monitor the trading price of TOMZ to see if it has recovered above the $1.00 threshold.
- Check for any alternative listing plans (e.g., OTC markets) if the appeal is unsuccessful.