Form 8-K GIFTIFY, INC. For: Apr 27

April 28, 2026 8:31 AM EDT
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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): April 27, 2026

 

GIFTIFY, INC.

(Exact name of registrant as specified in its charter)

 

Delaware   001-42206   45-2482974
(State of other jurisdiction
of incorporation)
  (Commission
File Number)
  (IRS Employer
Identification No.)

 

1100 Woodfield Road

Suite 510

Schaumburg, IL

  60173
(Address of principal executive offices)   (Zip Code)

 

Registrant’s telephone number, including area code: (847) 506 9680

 

 

(Former name or former address, if changed since last report.)

 

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 (see General Instruction A.2. below):

 

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))

 

Title of each class   Trading Symbol(s)   Name of each exchange on which registered
Common Stock   GIFT   The Nasdaq Capital Market LLC

 

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, the registrant (“Giftify” or the “Company”), received a notice from the Nasdaq Listing Qualifications department of the Nasdaq Stock Market LLC (“Nasdaq”) stating that Listing Rules (the “Rules”), specifically Rule 5550(a)(2), require listed securities to maintain a minimum bid price of $1 per share and that for the last 30 consecutive business days the Company’s closing bid price failed to meet this requirement. Nasdaq advised the Company that under Rule 5810(c)(3)(A) the Company had 180 calendar days in which to regain compliance if at any time during this 180-day period the closing bid price of the Company’s shares of common stock were at least $1 for a minimum of ten consecutive business days.

 

By letter dated April 27, 2026, Nasdaq notified Giftify that Nadaq’s staff had determined that for the last 10 consecutive business days, from April 13, 2026, to April 24, 2026, the closing bid price of the Company’s common stock had been at $1.00 per share or greater. On the basis of that determination, Nasdaq advised the Company that the Company has regained compliance with Listing Rule 5550(a)(2), and on that basis the matter was now closed.

 

Item 9.01 Financial Statements and Exhibits.

 

Exhibits

 

104   Cover Page Interactive Data File (embedded within the Inline XBRL document)

 

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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 thereunto duly authorized.

 

Date: April 28, 2026 GIFTIFY, Inc.
     
  By: /s/ Ketan Thakker
    Ketan Thakker
    President and CEO

 

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ATTACHMENTS / EXHIBITS

XBRL SCHEMA FILE

XBRL LABEL FILE

XBRL PRESENTATION FILE

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IDEA: FilingSummary.xml

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