Business Context and Reporting Period
This Form 6-K filing by Nvni Group Limited covers the month of August 2026. The report addresses a critical corporate governance issue regarding the Company's continued listing status on The Nasdaq Capital Market.
Financial Metrics
The filing text does not provide specific values for revenue, profit, cash flow, margins, debt, or liquidity. The document focuses exclusively on regulatory compliance regarding the Market Value of Listed Securities (MVLS).
Material Changes and Listing Status
- Deficiency Notice: On January 28, 2026, Nasdaq notified the Company that its MVLS fell below the $35 million minimum requirement for 30 consecutive business days (December 12, 2025, through January 27, 2026).
- Compliance Period: The Company was granted 180 days to regain compliance, with a deadline of July 27, 2026.
- Delisting Determination: On July 28, 2026, Nasdaq determined the Company failed to meet the MVLS requirement, as the value did not close at or above $35 million for 10 consecutive business days prior to the deadline.
- Immediate Consequence: Without an appeal, trading was scheduled to be suspended on August 6, 2026, with a Form 25-NSE to be filed to remove the securities from listing.
Outlook, Management Commentary, and Risks
- Appeal Filed: The Company has submitted a hearing request to the Nasdaq Hearings Panel to appeal the delisting determination.
- Stay of Suspension: The hearing request stays the suspension of trading and the filing of the delisting form pending the Panel's decision.
- Management Plan: At the hearing, management intends to present a plan to regain compliance with the MVLS Requirement.
- Primary Risk: The risk of delisting from The Nasdaq Capital Market if the appeal is unsuccessful or if the compliance plan is not accepted.
Key Facts for Investor Verification
- Verify the current trading status of Nvni Group shares on Nasdaq following the August 6, 2026, scheduled suspension date.
- Monitor the outcome of the appeal hearing with the Nasdaq Hearings Panel.
- Review the specific compliance plan management intends to present to the Panel.
- Check for any subsequent press releases or filings (Exhibit 99.1) detailing the MVLS performance during the appeal period.