Watch for the compliance plan submission by September 18, 2026 and Nasdaq's acceptance. The reverse merger with Fortitude is the critical catalyst—any delays or shareholder approval issues increase delisting risk. The stock may trade under heightened volatility as the deadline approaches.
Price Chart
Executive Summary
HeartSciences received a Nasdaq delisting notice for failing to maintain the minimum $2.5M stockholders' equity requirement, reporting only $226,060 in its recent 10-K. The company has 45 days to submit a compliance plan, which it intends to base on its pending all-stock reverse merger with Fortitude Mining Holdings. While trading continues for now, failure to regain compliance by January 31, 2027 could lead to delisting, severely impacting liquidity and the merger's viability.
Key Facts
- Nasdaq notified HeartSciences on August 4, 2026 of non-compliance with Listing Rule 5550(b)(1) requiring $2.5M stockholders' equity
- Company reported stockholders' equity of $226,060 in its April 30, 2026 10-K and does not meet alternative market value or net income tests
- 45-day deadline to submit a compliance plan by September 18, 2026; if accepted, up to 180 days (until January 31, 2027) to evidence compliance
- Company plans to use the pending reverse merger with Fortitude Mining Holdings as the basis for its compliance plan
- Delisting would reduce liquidity, market price, and ability to complete the proposed transaction
Financial Impact
Stockholders' equity deficiency of ~$2.27M vs. $2.5M minimum; delisting risk could eliminate equity value entirely if merger fails
Risk Factors
- Nasdaq may reject the compliance plan, leading to immediate delisting proceedings
- Reverse merger may not close on time or at all, leaving no path to regain compliance
- Delisting would crush liquidity and institutional ownership, potentially making the stock untradeable
Market Snapshot
Investment Themes
Documents Analyzed
This report is based on 8 SEC documents filed with EDGAR.
| Document | Accession Number |
|---|---|
| DEFA14A Filing (HSCS) — Batch item 1 | 0001213900-26-086777 |
| Document: 0001213900-26-086777-index-headers.html | 0001213900-26-086773 |
| Document: 0001213900-26-086777-index.html | 0001213900-26-086777 |
| Document: 0001213900-26-086777.txt | 0001213900-26-086777 |
| 8-K Filing (HSCS) — Batch item 5 | 0001213900-26-086773 |
| Document: 0001213900-26-086773-index-headers.html | 0001213900-26-086777 |
| Document: 0001213900-26-086773-index.html | 0001213900-26-086777 |
| Document: 0001213900-26-086773.txt | 0001213900-26-086777 |
Filters
| Type | Now | ||||
|---|---|---|---|---|---|
Oct 26, 2026 today | DEFA14A | $3.18 | awaiting T+1 | — | $3.29 (+3.46%) |
Oct 26, 2026 1d ago | DEFA14A | $3.14 | awaiting T+1 | — | $3.29 (+4.78%) |
Oct 23, 2026 3d ago | SC 13D/A | $3.41 | awaiting T+1 | — | $3.29 (−3.52%) |
Oct 21, 2026 5d ago | DEFA14A | $3.17 $3.14 | ▼ −0.95% | ▼ −0.42% | $3.29 (+3.79%) |
Oct 19, 2026 7d ago | DEFA14A | $3.13 $3.56 | ▲ +13.74% | ▲ +13.21% | $3.29 (+5.11%) |
Oct 19, 2026 8d ago | DEFA14A | $3.07 $3.13 | ▲ +1.95% | ▲ +1.62% | $3.29 (+7.17%) |
Oct 19, 2026 8d ago | DEFM14A | $3.07 $3.13 | ▼ −1.95% | ▼ −1.62% | $3.29 (−7.17%) |
Oct 15, 2026 11d ago | DEFA14A | $3.02 $3.07 | ▲ +1.66% | ▲ +1.23% | $3.29 (+8.94%) |
Oct 9, 2026 17d ago | 424B5 | $3.30 $3.09 | ▲ +6.36% | ▲ +6.35% | $3.29 (+0.30%) |
Oct 6, 2026 20d ago | DEFA14A | $3.49 $3.04 | ▼ −12.89% | ▼ −12.47% | $3.29 (−5.73%) |
US Market Status
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