06/18/2026 | Press release | Distributed by Public on 06/18/2026 07:56
| Item 3.01 | Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing. |
(a)
On June 18, 2026, Dyadic International, Inc. (the "Company" or "Dyadic") received a notification (the "Notification") from The Nasdaq Stock Market LLC ("Nasdaq") informing the Company that Nasdaq has initiated a process that could result in the delisting of the Company's securities from Nasdaq due to the Company's failure to comply with Nasdaq Listing Rule 5450(a)(1) (the "Bid Price Rule"), which requires listed companies to maintain a minimum bid price of $1.00 per share. As previously disclosed, in accordance with the Bid Price Rule, the Company was provided 180 calendar days, or until June 17, 2026, to regain compliance with the Bid Price Rule. The Company would be eligible for an additional 180 calendar days (until December 15, 2026) to cure the deficiency under the Bid Price Rule if it achieved, among other things, the applicable market value of publicly held shares requirement for continued listing and applicable standards for initial listing on the Nasdaq Capital Market, including shareholders' equity of $5 million. As of June 17, 2026, the Company had neither regained compliance with the Bid Price Rule nor met the condition for an extension by having shareholders' equity of at least $5 million.
The Notification also cites the Company's failure to comply with the separate Nasdaq Listing Rule 5550(b), which requires it to meet any of the following minimum conditions: $2.5 million in shareholders' equity; $35 million in market value of listed securities; or $500,000 of net income from continuing operations (the "Continued Listing Standards"). As previously disclosed, the Company initially had until September 23, 2026 to regain compliance with the Continuing Listing Standards. However, given that the Company is now subject to delisting proceedings for the Bid Price Rule deficiency, its Continued Listing Standards deficiency serves as an additional basis for delisting of the Company's securities from The Nasdaq Stock Market.
In response to the above, the Company plans to request a hearing before an independent Nasdaq hearings panel (the "Panel"). The hearing request automatically stays any suspension or delisting action at least through the date of the written panel decision. The Company may determine to take steps to cure the deficiencies under the Bid Price Rule and the Continuing Listing Standards prior to the date of the hearing by the Panel. To the extent the Company does not or is unable to take those steps, or the Panel determines to hear the Company's matter regardless of any cure by the Company prior to the hearing date, the Company may determine to seek at the Panel, subject to the Panel's discretion, an extension to regain compliance with the Bid Price Rule and the Continued Listing Standards. Pursuant to the relevant Nasdaq Listing Rules, the maximum amount of time that can be granted by the Panel for compliance with the Bid Price Rule and Continuing Listing Standards runs through December 15, 2026.
Despite the efforts described above, there can be no assurance that the Company will ultimately regain compliance with all applicable requirements for continued listing, that the Panel will grant the Company a further extension to the extent requested by the Company, or that the Panel will determine to avoid delisting the Company following any cure of the relevant deficiencies. An adverse Panel decision may also be eligible for a further appeal to the Nasdaq Listing and Hearing Review Council. For more information on the delisting process and the consequences of any adverse determination by the Panel, see "If we fail to comply with listing standards of the Nasdaq Stock Market LLC ("Nasdaq"), our common stock may be delisted, adversely affecting the liquidity and market price of our common stock, as well as our ability to obtain sufficient additional capital to fund our operations and to continue to operate as a going concern." in Part I, Item 1A of the Company's Annual Report on Form 10-K for the fiscal year ended December 31, 2025 filed with the Securities and Exchange Commission on March 25, 2026, as amended on April 30, 2026.