Business Context and Reporting Period
Company: Dragonfly Energy Holdings Corp. (DFLI)
Filing Type: Form 8-K (Current Report)
Date of Report: June 11, 2025
Reporting Period: Event-based report regarding Nasdaq listing compliance status.
Key Financial Metrics
The filing does not provide specific values for revenue, profit, cash flow, margins, debt, or liquidity. However, it discloses the following compliance thresholds the company failed to meet:
- Market Value of Listed Securities (MVLS): Failed to maintain the required minimum of $35 million for 30 consecutive business days.
- Minimum Bid Price: Failed to maintain the required minimum of $1.00 per share for 30 consecutive business days.
- Alternative Standards: The company does not meet the alternative listing standards of $2,500,000 in stockholders' equity or $500,000 in net income from continuing operations.
Material Changes
On June 11, 2025, the company received a second determination letter from Nasdaq staff citing non-compliance with the MVLS requirement. This serves as an additional basis for delisting, compounding a previous notice received on May 14, 2025, regarding the minimum bid price requirement. The company currently fails to meet both primary listing standards and the alternative financial standards for continued listing.
Outlook, Risks, and Management Commentary
- Immediate Status: Trading of common stock (DFLI) and warrants (DFLIW) continues on The Nasdaq Capital Market pending the outcome of the hearing.
- Management Action: The company has requested a hearing before the Nasdaq Hearings Panel, scheduled for June 24, 2025. This request has stayed any immediate suspension or delisting action.
- Strategy: Management intends to request an extension period to evidence compliance with both the Bid Price and MVLS requirements.
- Risks: There is no assurance that the Panel will grant the request for continued listing or that the company will achieve compliance within any granted extension period. Failure to comply could result in delisting.
Investor Verification Checklist
- Verify the outcome of the Nasdaq Hearings Panel scheduled for June 24, 2025.
- Monitor the daily closing bid price of DFLI to assess progress toward the $1.00 minimum requirement.
- Track the company's market capitalization to determine if it can reach the $35 million MVLS threshold.
- Review upcoming filings for any announced capital raising activities or reverse stock splits intended to address listing deficiencies.
- Confirm whether the company has filed a plan to regain compliance with alternative financial standards (equity or net income).