Business Context and Reporting Period
Company: Onfolio Holdings, Inc.
Filing Type: Form 8-K (Current Report)
Date of Report: July 2, 2026
Reporting Period: Event date July 2, 2026; Compliance deadline December 29, 2026.
The Company received a formal notice from the Listing Qualifications Staff of The NASDAQ Stock Market regarding non-compliance with listing standards.
Key Financial Metrics
The filing text does not provide specific values for revenue, profit, cash flow, margins, debt, or liquidity. The only financial metric disclosed is the stock price status:
- Common Stock Closing Bid Price: Below $1.00 per share for the last 30 consecutive business days prior to July 2, 2026.
- Required Minimum Bid Price: $1.00 per share (NASDAQ Listing Rule 5550(a)(2)).
Material Changes
The material change reported is the receipt of a delisting notification due to the failure to maintain the minimum bid price requirement. This is a regulatory status change rather than an operational or financial performance change.
Guidance, Outlook, and Risks
Compliance Timeline
- Initial Compliance Period: 180 calendar days (until December 29, 2026).
- Compliance Requirement: The closing bid price must be $1.00 or higher for a minimum of ten consecutive business days within this period.
Contingencies and Risks
- Delisting Risk: If the Company fails to regain compliance, it may be subject to delisting unless it qualifies for an additional 180-day period.
- Secondary Compliance Path: To qualify for additional time, the Company must meet the market value of publicly held shares requirement and all other initial listing standards (excluding bid price). This may require a reverse stock split.
- Management Action: The Company intends to monitor the stock price and assess all available options, including a reverse stock split, to maintain its listing.
Investor Verification Checklist
- Verify the current closing bid price of ONFO to determine if the 10-day compliance window has been met.
- Monitor the Company's market value of publicly held shares to assess eligibility for a second compliance period if the bid price remains low.
- Watch for announcements regarding a potential reverse stock split.
- Confirm the status of the listing on the Nasdaq Capital Market as the December 29, 2026 deadline approaches.