Kaival Brands (KAVL) wins more time from Nasdaq to fix $1 bid price

Rhea-AI Filing Summary

Kaival Brands Innovations Group, Inc. received a second notice from Nasdaq on October 2, 2025 granting a 180-day extension to regain compliance with the Nasdaq Capital Market’s $1 minimum bid price requirement. The company now has until March 30, 2026 for its common stock bid price to close at $1 per share or more for at least 10 consecutive business days to meet this rule.

Kaival Brands told Nasdaq it intends to regain compliance by effecting a reverse stock split, if necessary. If the company fails to regain compliance by March 30, 2026, Nasdaq may move to delist the common stock, and Kaival Brands could then appeal to a hearings panel, though there is no assurance an appeal would succeed. The stock continues to trade on the Nasdaq Capital Market under the symbol KAVL with no immediate change from this extension.

Positive

• None.

Negative

• Heightened delisting risk from Nasdaq: Kaival Brands remains out of compliance with the $1 minimum bid price rule and faces potential delisting after March 30, 2026 if it cannot sustain a bid of at least $1 for 10 consecutive business days, with no assurance an appeal would succeed.

Insights

Equity market structure and listing standards analyst

Nasdaq grants more time, but KAVL still faces delisting risk if its share price does not recover.

Kaival Brands has obtained a 180-day extension from Nasdaq to regain compliance with the $1 minimum bid price rule, pushing the deadline to March 30, 2026. Compliance requires the common stock to close at or above $1 for at least 10 consecutive business days. This keeps the shares on the Nasdaq Capital Market for now and avoids an immediate trading venue downgrade.

The company indicated it intends to use a reverse stock split, if necessary, to achieve the required bid price. Reverse splits do not change underlying business performance, but they can mechanically raise the per-share price to meet listing standards. If Kaival Brands does not regain compliance by the new deadline, Nasdaq may move to delist the stock, and although an appeal to a hearings panel is possible, the outcome is uncertain.

Until at least March 30, 2026, KAVL remains listed and tradable on Nasdaq, while management monitors the closing bid price and evaluates options. The eventual impact on shareholders will depend on whether the company achieves sustained bid price levels of at least $1 per share or proceeds into an appeal process following any delisting determination.

8-K Event Classification

Item 3.01 — Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing

1 item

Item 3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing Securities

The company received a delisting notice or transferred its listing to a different exchange.

Understanding 8-K Material Events →

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UNITED STATES 

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d) OF THE

SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of earliest event reported): October 2, 2025

Kaival Brands Innovations Group, Inc.

(Exact name of registrant as specified in its charter)

Delaware		001-40641		83-3492907
(State or other jurisdiction		(Commission		(IRS Employer
of incorporation)		File Number)		Identification No.)

 4460 Old Dixie Highway

Grant-Valkaria, Florida 32949

(Address of principal executive offices, including zip code)

Registrant’s telephone number, including area code: (833) 452-4825

Securities registered pursuant to Section 12(b) of the Act:

Title of each class		Trading Symbol(s)		Name of each exchange on which registered
Common Stock, par value $0.001 per share		KAVL		The Nasdaq Stock Market, LLC

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☒

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

ITEM 3.01. NOTICE OF DELISTING OR FAILURE TO SATISFY A CONTINUED LISTING RULE OR STANDARD; TRANSFER OF LISTING.

As previously reported, on April 3, 2025, Kaival Brands Innovations Group, Inc. (the “Company”), received a letter from the Listing Qualifications Staff of The Nasdaq Stock Market LLC (“Nasdaq”) indicating that the Company was not in compliance with the $1 minimum bid price requirement for the continued listing on the Nasdaq Capital Market, as set forth in Nasdaq Listing Rule 5550(a)(2) (the “Bid Price Rule”).

On October 2, 2025, the Company received a second letter from Nasdaq granting the Company’s request for a 180-day extension to regain compliance with the Bid Price Rule. The Company now has until March 30, 2026, to meet the requirement. As part of the Company’s request for the 180-day extension, the Company notified Nasdaq that it intends to regain compliance with the Bid Price Rule by effecting a reverse stock split, if necessary. If at any time prior to March 30, 2026, the bid price of the Company’s common stock closes at $1 per share or more for a minimum of 10 consecutive business days, the Company will regain compliance with the Bid Price Rule.

If the Company does not regain compliance with the Bid Price Rule during the additional 180-day extension, Nasdaq will provide written notification to the Company that its common stock will be delisted. At that time, the Company may appeal the relevant delisting determination to a hearings panel pursuant to the procedures set forth in the applicable Nasdaq Listing Rules. However, there can be no assurance that, if the Company does appeal the delisting determination by Nasdaq to the hearings panel, that such appeal would be successful.

The Company will continue to monitor the closing bid price of its common stock and evaluate its available options to regain compliance with the Bid Price Rule. Nasdaq’s extension notice has no immediate effect on the listing or trading of the Company’s common stock, which continues to trade on the Nasdaq Capital Market under the ticker symbol “KAVL.”

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

Dated: October 3, 2025	Kaival Brands Innovations Group, Inc.
	By:	/s/ Mark Thoenes
		Mark Thoenes
		Interim Chief Executive Officer

FAQ

What did Kaival Brands Innovations Group, Inc. (KAVL) announce in this 8-K?

Kaival Brands Innovations Group, Inc. disclosed that Nasdaq granted the company a 180-day extension, until March 30, 2026, to regain compliance with the $1 minimum bid price requirement for continued listing on the Nasdaq Capital Market.

Why is Kaival Brands (KAVL) out of compliance with Nasdaq listing rules?

Kaival Brands is out of compliance because its common stock has not met Nasdaq Listing Rule 5550(a)(2), which requires a minimum bid price of $1 per share for continued listing on the Nasdaq Capital Market.

What deadline has Nasdaq given Kaival Brands (KAVL) to fix its bid price issue?

Nasdaq has given Kaival Brands until March 30, 2026 to regain compliance by having its common stock bid price close at $1 per share or more for a minimum of 10 consecutive business days.

How does Kaival Brands plan to regain compliance with Nasdaq’s $1 bid price rule?

As part of its request for an extension, Kaival Brands notified Nasdaq that it intends to regain compliance with the $1 minimum bid price requirement by effecting a reverse stock split, if necessary.

What happens if Kaival Brands does not regain compliance by March 30, 2026?

If Kaival Brands does not regain compliance with the bid price rule by March 30, 2026, Nasdaq will provide written notification that its common stock will be delisted, and the company may then appeal to a hearings panel, although there is no assurance an appeal would be successful.

Does the Nasdaq extension immediately affect trading in Kaival Brands (KAVL) stock?

The extension has no immediate effect on trading; Kaival Brands’ common stock continues to trade on the Nasdaq Capital Market under the ticker symbol KAVL while the company monitors its closing bid price and evaluates options.

What specific price condition must Kaival Brands meet to regain Nasdaq compliance?

To regain compliance, the bid price of Kaival Brands’ common stock must close at $1 per share or more for at least 10 consecutive business days before the March 30, 2026 deadline.