Business Context and Reporting Period
This Form 8-K was filed by Opendoor Technologies Inc. on May 28, 2025. The report addresses a regulatory notice received from The Nasdaq Stock Market LLC regarding the Company's compliance with listing standards.
Key Financial Metrics
This filing does not contain financial performance data such as revenue, profit, cash flow, margins, debt, or liquidity. The document focuses exclusively on stock listing status.
Material Changes
The Company received written notice from Nasdaq that its common stock closing bid price has fallen below $1.00 per share for 30 consecutive business days. Consequently, the Company no longer meets the minimum bid price requirement (Nasdaq Listing Rule 5450(a)(1)) for continued listing on the Nasdaq Global Select Market.
Outlook, Risks, and Management Commentary
- Compliance Period: The Company has an initial 180-day compliance period ending November 24, 2025, to regain compliance.
- Requirements to Cure: To regain compliance, the closing bid price must be at least $1.00 per share for a minimum of 10 consecutive business days during the compliance period.
- Contingency Plans: If the Company fails to meet the requirement by the compliance date, it may be eligible for an additional 180-day period if it transfers its listing to the Nasdaq Capital Market and meets other initial listing standards. The Company may consider a reverse stock split to effect this cure.
- Risks: There is no assurance that the Company will regain compliance, that Nasdaq will grant an extension, or that an appeal against a potential delisting determination would be successful.
- Current Status: The notice has no immediate effect on the trading of the Company's stock, which continues to trade under the symbol "OPEN."
Investor Verification Checklist
- Verify the current closing bid price of Opendoor common stock relative to the $1.00 threshold.
- Monitor the Company's stock price for 10 consecutive days of trading at or above $1.00 before November 24, 2025.
- Review future filings for announcements regarding a potential reverse stock split or transfer to the Nasdaq Capital Market.
- Check for any subsequent notices from Nasdaq regarding the denial of an additional compliance period or a formal delisting determination.