EX-99.1 2 ex99-1.htm EX-99.1 Exhibit 99.1 AiRWA receives expected notification of deficiency from Nasdaq related to delayed filing of annual report on Form 10-K Smyrna, Delaware - August 28, 2026 (GLOBE NEWSWIRE) - AiRWA Inc. (NASDAQ: YYAI) (the “Company”) today announced that it received an expected deficiency notification letter from the Listing Qualifications Staff of The Nasdaq Stock Market LLC (“Nasdaq”) on August 24, 2026 (the “Notice”). The Notice indicated that the Company was not in compliance with Nasdaq Listing Rule 5250(c)(1) (the “Listing Rule”) as a result of its failure to timely file its Annual Report on Form 10-K for the year ended April 30, 2026 (the “Form 10-K”), as described more fully in the Company’s Form 12b-25 Notification of Late Filing (the “Form 12b-25”) filed with the Securities and Exchange Commission (the “SEC”) on July 30, 2026. The Listing Rule requires Nasdaq-listed companies to timely file all required periodic reports with the SEC. The Notice has no immediate effect on the listing or trading of the Company’s common stock on the Nasdaq Capital Market. In accordance with Nasdaq’s listing rules, the Company has 60 calendar days after the Noti…
Open exhibit ↗Current Report · Items 3.01, 7.01, 9.01 · 8-K
AiRWA Inc.
YYAINASDAQEQUITYCurrent
Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing · Regulation FD Disclosure
Item 3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing. On August 24, 2026, AiRWA Inc. (the “Company”) received a letter from the Listing Qualifications Department of The Nasdaq Capital Market (“Nasdaq”) indicating that the Company’s failure to file its Annual Report on Form 10-K for the period ended April 30, 2026 (the “Filing”), violated Nas…
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Disclosure sections
Item 3.01Item 3.01 - Notice of Delisting
Item
3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing.
On
August 24, 2026, AiRWA Inc. (the “Company”) received a letter from the Listing Qualifications Department of The Nasdaq Capital
Market (“Nasdaq”) indicating that the Company’s failure to file its Annual Report on Form 10-K for the period ended
April 30, 2026 (the “Filing”), violated Nasdaq’s continued listing requirements under Nasdaq Listing Rule 5250(c)(1)
(the “Rule”). The delay resulted from the fact that, following a significant acquisition, it has proven more time-consuming
than anticipated to consolidate the financial results of the acquired business with the Company’s own.
The
Company has 60 calendar days to submit a plan to regain compliance and if the plan is accepted, Nasdaq can grant an exception of up to
180 calendar days from the Filing’s due date, or until January 25, 2027, to regain compliance.
The
Company expects and intends to file the Filing and regain compliance with Nasdaq’s listing requirements before the October 23,
2026, deadline for submission of the plan.
There
can be no assurance that the Company will be able to satisfy the Nasdaq’s continued listing requirements, regain compliance with
the Rule, and maintain compliance with other Nasdaq listing requirements.
Item 7.01Item 7.01 - Regulation FD Disclosure
Item
7.01 Regulation FD Disclosure
On
August 28, 2026, the Company issued a press release related to the information described in Item 3.01 above. A copy of the press release
is furnished hereto as Exhibit 99.1 and is incorporated herein by reference.
The
information contained in this Item 7.01 and Exhibit 99.1, attached hereto, shall not be deemed “filed” for purposes of Section
18 of the Securities Exchange Act of 1934, as amended, and shall not be deemed incorporated by reference in any filing with the Securities
and Exchange Commission under the Securities Exchange Act of 1934, as amended, or the Securities Act of 1933, as amended, whether made
before or after the date hereof and irrespective of any general incorporation language in any filings.