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- Delisting (new) — Company received formal Nasdaq delisting notice for failing to maintain minimum $2.5M stockholders' equity requirement.
RTB Digital receives Nasdaq delisting notice, files appeal citing pending $20M+ merger
Filed April 29, 2026 · Period ending April 8, 2025 · ~1 min read
Key Changes
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high
Nasdaq notified RTB on April 23 that it failed the $2.5M minimum equity requirement and would be delisted May 4 without appeal. Company filed appeal April 29, staying delisting pending hearing.
Item 3.01 verify on EDGAR → -
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Company plans to regain compliance through previously-approved merger with RTB Digital, which would add over $20M in shareholder equity to the combined entity, well above the $2.5M threshold.
Item 3.01 verify on EDGAR → -
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Shareholders approved the RTB merger on April 1, 2026. Company awaits final Nasdaq approval of continued listing as last condition to close the merger and resolve the equity deficiency.
Item 3.01 verify on EDGAR →
Summary
RTB Digital disclosed it received a Nasdaq delisting notice on April 23, 2026 for failing to maintain the required $2.5 million in stockholders' equity. The company filed an appeal on April 29, which temporarily halts the delisting process and keeps shares trading while the Nasdaq Hearings Panel reviews the case. This is a critical juncture for the company's public listing status.
The company's remedy plan centers on completing its merger with RTB Digital, already approved by shareholders on April 1. Management expects this merger to add more than $20 million in equity to the combined entity, easily exceeding the $2.5 million minimum and restoring full compliance. The final hurdle is obtaining Nasdaq's approval of the continued listing application.
Retail investors should monitor whether the merger closes before the appeal hearing and whether Nasdaq grants final listing approval. If either fails, the company faces delisting to over-the-counter markets, which typically reduces liquidity and institutional interest. The timeline between now and the hearing date is the key window to watch.
Section-by-Section Diff
Event · Item 3.01 — Notice of Delisting or Failure to Satisfy a Continued Listing Rule
Item 3.01 — Notice of Delisting or Failure to Satisfy a Continued Listing Rule filed; see Key Changes for terms.
Added in current filing · verify on EDGAR →
On April 23, 2026, the Company received written notice (“Notice”) regarding non-compliance of the minimum stockholders’ equity requirement of $2.5 Million for continued listing on Nasdaq Capital Market under Rule 5550(b) (1) (the “Equity Rule”). The Notice provides that unless the Company requests an appeal of the determination to the Nasdaq Hearings Panel (the “Panel”) by April 30, 2026, the Common Stock will be delisted from the Nasdaq Capital Market at the opening of business on May 4, 2026.
RYVYL received a formal delisting notice from Nasdaq on April 23, 2026 for failing to maintain the minimum $2.5 Million stockholders' equity requirement under Rule 5550(b)(1). Without an appeal by April 30, 2026, the company's common stock would be delisted effective May 4, 2026. This represents a material threat to the company's public listing status.
Added in current filing · verify on EDGAR →
The Company has filed its request for an appeal hearing as of April 29, 2026.
The company filed an appeal request on April 29, 2026, which stays the delisting and keeps the stock trading on Nasdaq pending the Panel's decision. This buys time for the company to complete its planned merger and regain compliance.
Added in current filing · verify on EDGAR →
Upon the closure of the merger, the post-merger company will have more than $20 Million in shareholder equity resulting from RTB’s additive stockholders’ equity. Therefore, the Company will be in compliance with the minimum stockholders’ equity requirement for continued listing and for its Common Stock to continue to trade on the Nasdaq Capital Market.
The company's plan to regain compliance involves completing its previously-approved merger with RTB Digital, Inc., which would add more than $20 Million in shareholder equity to the combined entity. The company expects this merger to close before the appeal hearing, fully remedying the non-compliance issue.
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Figures/quotes linked to EDGAR · Narrative written by AI · Jun 8, 2026 · How we verify