お知らせ • Apr 24
Listing Qualifications Department Determines to Delist zSpace, Inc.'s Common Stock from the Nasdaq Capital Market
As previously reported, on December 11, 2025, zSpace, Inc. (the Company), received a written notice from the Listing Qualifications Department (the Staff) of The Nasdaq Stock Market LLC (Nasdaq) indicating that the Company was not in compliance with the continued listing requirement set forth in Nasdaq Listing Rule 5550(a)(2) (the Bid Price Rule), which requires listed companies to maintain a minimum bid price of at least $1.00. Based on the Staff's review of the Company's closing bid price, the Company's closing bid price was below $1.00 for the previous 30 consecutive trading days. In accordance with Nasdaq Listing Rule 5810(c)(3)(A), the Company was provided a period of 180 calendar days, or until June 9, 2026, to regain compliance with the Bid Price Rule. In an effort to regain compliance with the Bid Price Rule, on April 16, 2026, the Company filed a Certificate of Amendment to its Amended and Restated Certificate of Incorporation, as amended, to effect a reverse stock split of its issued common stock, par value $0.00001 per share (Common Stock), in the ratio of 1-for-25, effective at 11:59 p.m., Eastern Time, on April 20, 2026. The Common Stock began trading on a split-adjusted basis at the market open on April 21, 2026. On April 21, 2026, the Company received a subsequent written notice (the Notice) from the Staff of Nasdaq indicating that it has determined that, as of April 17, 2026, the Company's securities had a closing bid price of $0.10 or less for ten consecutive trading days, triggering application of Listing Rule 5810(c)(3)(A)(iii) which states in part: if during any compliance period specified in Rule 5810(c)(3)(A), a company's security has a closing bid price of $0.10 or less for ten consecutive trading days, the Listing Qualifications Department shall issue a Staff Delisting Determination under Rule 5810 with respect to that security. As a result, the Staff indicated in the Notice that it has determined to delist the Company's Common Stock from the Nasdaq Capital Market. Trading of the Company's Common Stock will be suspended at the opening of business on April 28, 2026 and a Form 25-NSE will be filed with the Securities and Exchange Commission, which will remove the Company's securities from listing and registration on the Nasdaq Capital Market. The Company plans to appeal the Staff's determination to a Hearings Panel (the Panel), pursuant to the procedures set forth in Nasdaq Listing Rule 5800 Series, by no later than 4:00 p.m. Eastern Time on April 28, 2026. Although the Company intends to submit an appeal to Nasdaq by or before 4:00 p.m. Eastern Time on April 28, 2026, pursuant to Listing Rule 5815(a)(1)(B)(ii)(e), a timely request for a hearing will not stay the trading suspension of the securities of a company for failure to maintain a closing bid price of greater than $0.10 as required by Rule 5810(c)(3)(A)(iii). A timely hearing request will, however, stay the filing of the Form 25-NSE and the removal of the Company's securities from listing and registration on the Nasdaq Capital Market pending the Panel's decision at the hearing. No assurances can be provided that the Company will obtain a favorable decision from the Panel. The Company, by filing this Current Report on Form 8-K, discloses its receipt of the notification from Nasdaq in accordance with Nasdaq Listing Rule 5810(b).