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Netcapital Inc. (NCPL) Form 8-K — Aug 10, 2026

$NCPLForm 8-KItems 1.01, 3.01, 3.02, 7.01, 9.01Filed Aug 10, 2026, 5:21 PM ET0001493152-26-036916Original filing

Netcapital Inc. received notice from Nasdaq on August 7, 2026 granting it an additional 180 calendar days, until February 1, 2027, to regain compliance with the $1.00 minimum bid price requirement after failing to cure the deficiency during its initial period that ended August 3, 2026. The company can regain compliance if its closing bid price is at least $1.00 for at least ten consecutive business days, and it has told Nasdaq it intends to cure the shortfall, including through a reverse stock split if necessary; failure to comply by February 1, 2027 would lead to a delisting determination, and a timely hearing request would not stay a trading suspension.

Key figures

Minimum bid price
$1.00 per share
Conversion discount
post-default conversion at 65% of lowest 20-trading-day price (35% discount)
Conversion floor price
$0.10 per share during first six months of each note
Reverse split deadline
no later than 10 business days prior to February 1, 2027
Beneficial ownership cap
4.99% (non-waivable)
Compliance cure condition
closing bid >= $1.00 for at least 10 consecutive business days
Nasdaq 5635d issuance cap
19.99% absent stockholder approval
Second compliance deadline
February 1, 2027
Initial compliance deadline
August 3, 2026 (failed)
Holder conversion deposit fee
1500
June convertible note principal
182120
April convertible note principal
51750
April convertible bridge note principal
92800

Price after filing

1 day: -12.8%7 days: -20.5%30 days: +24.9%

Close on the filing date to close N calendar days later (from $0.40). Historical, not a forecast.

AI analysis

Red flags6 · Pro

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AI-generated analysis of a public disclosure. Not investment advice; verify against the original document.