Actelis Networks Inc 8-K, filed Oct 16, 2025
Actelis Networks Inc (ASNS)
About this 8-K
Actelis Networks Inc filed this 8-K on October 16, 2025.
Items reported
- Item 8.01: Other events
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SECURITIES AND EXCHANGE COMMISSION
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CURRENT REPORT
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| Item 8.01 | Other Events. |
As previously disclosed on its current report on Form 8-K filed on August 25, 2025, on August 19, 2025, Actelis Networks, Inc. (the “Company”) received written notice from the Listing Qualifications Staff (“Staff”) of The Nasdaq Stock Market LLC (“Nasdaq”) stating that, due to the Company’s non-compliance with the $2.5 million stockholders’ equity requirement set forth in Nasdaq Listing Rule 5550(b)(1) (the “Equity Rule”) as of June 30, 2025, and because, pursuant to Listing Rule 5815(d)(4)(B), the Company remained subject to a mandatory hearing panel monitor through August 27, 2025, the Company’s securities were subject to delisting from Nasdaq unless the Company timely requests a hearing before the Nasdaq Hearing Panel (the “Panel”). The Company had its hearing with the Panel recently.
At the hearing, the Company presented its plan to evidence and maintain compliance with the Equity Rule and all other applicable criteria for continued listing on The Nasdaq Capital Market and requested to remain listed subject to that plan. There can be no assurance that the Panel will grant the Company’s request for continued listing or that the Company will be able to demonstrate compliance with the Minimum Shareholders’ Equity Requirement and all other applicable Nasdaq listing criteria within any extension of time that may be granted by the Panel.
As previously disclosed in its current report on Form 8-K filed on October 2, 2025, the Company closed on September 29 a private placement (the “Offering”) of its common stock par value $0.0001 per share (the “Common Stock”), and pre-funded warrants, each to purchase one share of Common Stock, with White Lion Capital LLC, for aggregate total gross proceeds of approximately $850,000, as well as an equity line of credit (“ELOC”) for up to $30,000,000, effective for 36 months.
Based on the Offering, the Company believes it has stockholders' equity of at least $2.5 million as of the date of this filing, as required by the Equity Rule for continued listing on The Nasdaq Capital Market. The Company is awaiting Nasdaq's confirmation of compliance. In the event the Company's next periodic report evidences non-compliance with the Equity Rule, the Company may be subject to delisting from Nasdaq.
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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 hereunto duly authorized.
| ACTELIS NETWORKS, INC. | ||
| Dated: October 16, 2025 | By: | /s/ Tuvia Barlev |
| Name: | Tuvia Barlev | |
| Title: | Chief Executive Officer | |
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