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Sky Quarry (NASDAQ: SKYQ) uses 1-for-8 reverse split to regain Nasdaq listing compliance

Filing Impact
(Moderate)
Filing Sentiment
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

Sky Quarry Inc. reported that Nasdaq initially moved to delist its common stock after the shares failed to meet the $1.00 per share minimum bid price requirement under Nasdaq Listing Rule 5550(a)(2). Trading was scheduled to be suspended on March 31, 2026. However, after the company implemented a 1-for-8 reverse stock split on March 15, 2026, the stock traded on a split-adjusted basis from March 16 and maintained the required minimum bid price for 10 consecutive business days. As a result, Nasdaq issued a compliance notice on March 30, 2026 confirming that Sky Quarry had regained compliance and that the delisting matter was closed.

Positive

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Negative

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Insights

Sky Quarry narrowly avoided Nasdaq delisting by using a reverse split to restore minimum bid compliance.

Nasdaq determined that Sky Quarry Inc. had not met Listing Rule 5550(a)(2), which requires a $1.00 minimum bid price. Delisting and trading suspension were set to begin on March 31, 2026, a development that could have pushed the stock to a less liquid market.

The board effected a 1-for-8 reverse stock split on March 15, 2026, and the stock traded split-adjusted from March 16, 2026. The shares then held the minimum bid price for 10 consecutive business days, leading Nasdaq to issue a compliance notice on March 30, 2026. This resolves the immediate listing risk, but the move underscores prior price weakness that required structural action rather than organic appreciation.

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.
Minimum bid price requirement $1.00 per share Nasdaq Listing Rule 5550(a)(2) Minimum Bid Price
Initial non-compliance notice date March 28, 2025 Date Nasdaq informed Sky Quarry of bid price deficiency
Initial compliance period end September 24, 2025 End of first 180-day period to regain compliance
Second compliance period end March 23, 2026 End of second 180-day period to regain compliance
Reverse split ratio 1-for-8 Reverse stock split of common stock on March 15, 2026
Consecutive days at or above minimum bid 10 business days Required streak to regain Nasdaq compliance after split
Scheduled trading suspension date March 31, 2026 Date Nasdaq planned to suspend trading before compliance
Compliance notice date March 30, 2026 Date Nasdaq confirmed Sky Quarry regained compliance
Nasdaq Listing Rule 5550(a)(2) regulatory
"continued non-compliance with Nasdaq Listing Rule 5550(a)(2) (the “Rule”)"
Minimum Bid Price financial
"requires listed securities to maintain a minimum bid price of $1.00 per share (the “Minimum Bid Price”)"
The minimum bid price is the lowest share price that a market, regulator, or specific offering will accept for a trade, listing, or auction—think of it as a reserve or floor that a stock must meet to qualify for certain actions. It matters to investors because falling below that floor can limit trading options, trigger compliance measures or delisting risks, and affect liquidity and the perceived value of a holding, much like a reserve price in an auction sets the baseline for a sale.
reverse stock split financial
"the Company effected a one-for-eight (1-for-8) reverse stock split (the “Reverse Stock Split”)"
A reverse stock split is when a company reduces the number of its shares outstanding, making each share more valuable. For example, if you own 100 shares worth $1 each, a 1-for-10 reverse split would turn your 100 shares into 10 shares worth $10 each. Companies often do this to boost their stock price and appear more stable to investors.
Emerging Growth Company regulatory
"Emerging Growth Company"
An emerging growth company is a recently public or smaller public firm that qualifies for temporary, lighter regulatory and disclosure rules to reduce the cost and effort of being public. For investors, it means the company may provide less historical financial detail and face fewer reporting requirements than larger firms, so it can grow more quickly but also carries higher uncertainty—like buying a promising early-stage product with fewer user reviews.
Nasdaq Capital Market market
"from The Nasdaq Capital Market due to the Company’s continued non-compliance"
The Nasdaq Capital Market is a platform where smaller, emerging companies can list their shares for trading by investors. It provides these companies with access to funding and visibility, helping them grow, much like a local marketplace where new vendors can introduce their products to potential customers. For investors, it offers opportunities to discover early-stage companies with growth potential.
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): March 24, 2026

 

SKY QUARRY INC.

(Exact name of registrant as specified in its charter)

 

Delaware

 

001-42296

 

84-1803091

(State or other jurisdiction of
incorporation or organization)

  

(Commission File Number)

  

(IRS Employer Identification No.)

 

707 W. 700 South, Suite 1

Woods Cross, UT 84087

(Address of principal executive office) (Zip Code)

 

(424) 394-1090

(Registrants’ telephone number, including area code)

 

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))

 

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 $0.0001

 

SKYQ

 

Nasdaq Capital Market

 

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.

 

On March 24, 2026, Sky Quarry Inc. (the “Company”) received a written notification (the “Notice”) from the Listing Qualifications Department (the “Staff”) of The Nasdaq Stock Market LLC (“Nasdaq”) informing the Company that the Staff had determined to delist the Company’s Common Stock, par value $0.0001 (the “Common Stock”), from The Nasdaq Capital Market due to the Company’s continued non-compliance with Nasdaq Listing Rule 5550(a)(2) (the “Rule”), which requires listed securities to maintain a minimum bid price of $1.00 per share (the “Minimum Bid Price”), and that trading of the Common Stock will be suspended at the open of business on March 31, 2026.

 

Subsequently, on March 30, 2026, the Company was notified by Nasdaq that the Company has regained compliance with the Rule, and that the matter was now closed (the “Compliance Notice”).

 

As previously disclosed, on March 28, 2025, the Company was notified by Nasdaq that it did not satisfy the Rule because the bid price of the Common Stock had closed below the Minimum Bid Price for 30 consecutive business days. The Company was provided with an initial 180-calendar-day compliance period, which expired on September 24, 2025, and was granted a second 180-calendar-day compliance period, which expired on March 23, 2026, to regain compliance with the Rule by maintaining the Minimum Bid Price for a minimum of 10 consecutive business days.

 

On, March 15, 2026, the Company effected a one-for-eight (1-for-8) reverse stock split (the “Reverse Stock Split”) of the Common Stock, which began trading on a Reverse Stock Split-adjusted basis on March 16, 2026. Since such date, the Common Stock has maintained the Minimum Bid Price for 10 consecutive business days. As a result, the Company received the Compliance Notice from Nasdaq, noting that the Company has regained compliance with the Rule.

SIGNATURES

 

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 hereunto duly authorized.

 

 

Sky Quarry Inc.

 

 

 

 

 

 

Dated: March 30, 2026

By:

/s/ Marcus Laun

 

Name:

Marcus Laun

 

Title:

Interim Chief Executive Officer, Interim Chief Financial Officer and President

Source: View Original Filing on SEC EDGAR

FAQ

What Nasdaq issue did Sky Quarry Inc. (SKYQ) disclose in this 8-K?

Sky Quarry disclosed that Nasdaq had determined to delist its common stock for failing to meet the $1.00 minimum bid price requirement under Listing Rule 5550(a)(2). A trading suspension had been scheduled to begin on March 31, 2026 before compliance was later regained.

How did Sky Quarry Inc. (SKYQ) regain compliance with Nasdaq’s minimum bid rule?

Sky Quarry regained compliance by implementing a 1-for-8 reverse stock split effective March 15, 2026. From March 16, 2026, the shares traded on a split-adjusted basis and maintained at least a $1.00 bid for 10 consecutive business days.

What is Nasdaq Listing Rule 5550(a)(2) mentioned for Sky Quarry (SKYQ)?

Nasdaq Listing Rule 5550(a)(2) requires listed securities on the Nasdaq Capital Market to maintain a minimum bid price of $1.00 per share. Sky Quarry’s stock traded below this level for 30 consecutive business days, triggering non-compliance and prompting potential delisting action.

Did Sky Quarry Inc. (SKYQ) ultimately avoid delisting from Nasdaq?

Yes. Although Nasdaq initially determined to delist Sky Quarry’s common stock and suspend trading on March 31, 2026, the company later received a compliance notice on March 30, 2026. Nasdaq confirmed Sky Quarry had regained compliance and closed the delisting matter.

What corporate action did Sky Quarry (SKYQ) take to help meet Nasdaq’s price requirement?

Sky Quarry effected a one-for-eight reverse stock split of its common stock on March 15, 2026. The shares began trading on a reverse-split-adjusted basis on March 16, 2026, which increased the per-share price and helped the stock meet the $1.00 minimum bid requirement.

Over what period did Nasdaq give Sky Quarry Inc. (SKYQ) to fix its bid price deficiency?

Nasdaq first notified Sky Quarry of non-compliance on March 28, 2025. The company received an initial 180-day period through September 24, 2025, followed by a second 180-day period through March 23, 2026, to achieve at least 10 consecutive business days at or above the $1.00 bid price.

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