UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM
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CURRENT REPORT
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Item 3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing.
On February 21, 2025, Forward Industries, Inc. (the “Company”) received a letter from The Nasdaq Stock Market LLC (“Nasdaq”) stating that Nasdaq has determined to delist the Company’s securities from The Nasdaq Capital Market. The determination was based on the Company’s failure to comply with Nasdaq Listing Rule 5550(b)(1), which requires a minimum of $2.5 million stockholders’ equity for continued listing. The Company recently filed its Form 10-Q for the quarter ended December 31, 2024 disclosing a stockholders’ equity of $2,279,297.
Nasdaq has indicated that trading in the Company’s securities will be suspended at the opening of business on March 4, 2025, and a Form 25-NSE will be filed with the Securities and Exchange Commission, removing the Company’s securities from listing and registration on Nasdaq. Due to the Company’s prior appeal and the subsequent review by the Nasdaq Hearings Panel (the “Panel”), the Company is currently subject to monitoring by the Panel. Consequently, the Company is not eligible for any grace period during the pendency of the Panel’s review process.
The Company will appeal Nasdaq’s determination and has requested a hearing before the Panel. The hearing request will stay the suspension pending the Panel’s decision. The Company intends to present a detailed plan to the Panel demonstrating how it will regain compliance with the minimum stockholders’ equity requirement of $2.5 million, though there can be no assurance that the Panel will grant the Company's request for continued listing.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
| Exhibit No. | Description of Exhibit |
| 99.1 | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document). |
| 2 |
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.
| FORWARD INDUSTRIES, INC. | |||
| Date: February 27, 2025 | By: | /s/ Kathleen Weisberg | |
| Name: Kathleen Weisberg | |||
| Title: Chief Financial Officer | |||
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