Parabolic Technologies Gets Nasdaq Delisting Notice After Three Reverse Splits

What happened

Parabolic Technologies, Inc. (Nasdaq: PARA), a Bainbridge Island, Washington-based software company that reported $12.2 million in revenue for its fiscal year ended December 31, 2025, disclosed in an 8-K filed October 30, 2026 that it received a letter from Nasdaq's Listing Qualifications Department on October 27.

According to the filing, the letter said the closing bid price of the company's listed securities was below $1.00 per share for 30 consecutive business days, from September 15 through October 26, 2026, putting the company out of compliance with Nasdaq Listing Rule 5550(a)(2), which requires a $1.00 minimum bid for continued listing on the Nasdaq Capital Market.

Normally a company in that position gets 180 calendar days to regain compliance. The filing says Parabolic is not eligible for that period. Nasdaq cited Rule 5810(c)(3)(A)(iv), which removes the compliance period for a company that has done a reverse stock split in the prior year, or splits totaling 250-to-1 or more over two years. The company effected a 1-for-10 reverse split on July 8, 2025, a 1-for-20 reverse split on May 8, 2026, and a 1-for-10 reverse split on October 27, 2026, a cumulative ratio of 1-for-2,000.

Nasdaq issued a Staff Delisting Determination. The filing states that unless the company requests a hearing before a Nasdaq Hearings Panel, with the request and the $20,000 hearing fee received by 4:00 p.m. Eastern on November 3, 2026, trading will be suspended at the open on November 5, 2026, and a Form 25-NSE will be filed to remove the securities from listing and registration on Nasdaq.

Parabolic said it intends to request a hearing on time, which would stay the suspension and the Form 25-NSE filing while the Panel decides. The company said it will present a plan to regain compliance that includes the October 27 reverse split, and that there is no assurance the Panel will grant continued listing.

Same-day shareholder votes

The same 8-K reports a special shareholder meeting at which four proposals passed. Holders approved increasing authorized shares to 850,000,000 from 350,000,000 — consisting of 750,000,000 Class A shares, 25,000,000 Class B shares and 75,000,000 preferred shares, each with $0.0001 par value. The Certificate of Amendment took effect at 12:01 a.m. Eastern on October 30, 2026.

Shareholders also authorized, for purposes of Nasdaq Listing Rule 5635(d), shares that may be issued in a potential financing; shares issuable on conversion of a convertible promissory note and on exercise of common warrants issued to Evergreen Capital Management LLC in a private placement, including amounts above the exchange cap and after certain voluntary adjustments to the note's conversion price and warrant exercise prices; and an adjournment of the meeting if needed. The filing reports 781,370 Class A and 149,821 Class B shares represented by proxy, 38.91% of voting power.

What this means

A bid price is the highest price a buyer is currently offering for a stock; Nasdaq uses the closing bid to track whether a stock is trading at a meaningful price. The $1.00 rule exists so that listed stocks stay above the level at which many brokers will not handle them and at which exchanges consider them too illiquid for their markets.

A reverse stock split cuts the number of shares and raises the price proportionally: a 1-for-10 split turns ten $0.50 shares into one $5.00 share. Parabolic did three of these in about 15 months, ending with a combined 1-for-2,000 ratio. Nasdaq's rule assumes repeated splits are a sign a company is propping up the price to stay listed rather than fixing the underlying problem, so it strips away the usual 180-day cure once a company hits the 250-to-1 cumulative threshold.

An 8-K is a current report a US public company must file with the SEC, generally within four business days, to disclose material events shareholders should know about. Item 3.01 covers delisting notices, Item 5.03 covers charter and bylaw amendments, Item 5.07 covers shareholder vote results, and Item 9.01 lists exhibits — here the certificate of amendment.

The Form 25-NSE named in the filing is a separate form used to strike a security from an exchange listing; it is filed only after any appeal is resolved or if no appeal is made. A hearing request delays that step, but the Panel's decision is not something the filing predicts, and the company itself said it cannot assure continued listing.

What happens next depends on the November 3 deadline and then the Panel. The filing does not say why the share price fell below $1.00, and it does not explain the pending financing or the Evergreen note beyond the vote descriptions. The stock closed at $3.17 on the event date, down 25.93% from the prior close of $4.28, according to the price data.