Failure to Satisfy Listing Rule (Form 8-K)

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

On January 21, 2025, Rocky Mountain Chocolate Factory, Inc. (the "Company") was notified by the Nasdaq Stock Market LLC ("Nasdaq") that the Company was not in compliance with the minimum stockholders' equity requirement for continued listing on The Nasdaq Global Market under Nasdaq Listing Rule 5450(b)(1)(A) (the "Rule"). The Rule requires companies listed on The Nasdaq Global Market to maintain stockholders' equity of at least $10,000,000.

On July 22, 2025, Nasdaq notified the Company that it had approved the Company's voluntary application to transfer its listing from The Nasdaq Global Market to The Nasdaq Capital Market. This transfer will be effective at the opening of trading on July 24, 2025.

The Company's common stock will continue to trade under the symbol "RMCF." The Nasdaq Capital Market is a continuous trading market that operates in substantially the same manner as The Nasdaq Global Market.