Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing
Item 3.01: Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing. Extension of Time to Regain Compliance with Nasdaq Listing Rule 5250(c)(1) On September 1, 2026, Gulf Resources (the “Company”) received a written notice from Nasdaq (the “Extension Letter”) granting the Company an additional exception to regain compliance with Nasdaq Listing Rule 5250(c)(1) (the “Rule”).…
Gulf Resources, Inc. operates through three wholly-owned subsidiaries, Shouguang City Haoyuan Chemical Company Limited ("SCHC"), Daying County Haoyuan Chemical Company Limited (“DCHC”) and Shouguang Hengde Salt Industry Co. Ltd. (“SHSI”). The Company believes that it is one of the largest producers of bromine in China. Elemental Bromine is used to manufacture a wide variety of compounds utilized in industry and agriculture. Through SHSI, the Company manufactures and sells crude salt. DCHC was established to further explore and develop natural gas and brine resources (including bromine and crude salt) in China. For more information, visit www.gulfresourcesinc.com.
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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.
Extension
of Time to Regain Compliance with Nasdaq Listing Rule 5250(c)(1)
On September 1, 2026, Gulf Resources
(the “Company”) received a written notice from Nasdaq (the “Extension Letter”) granting the Company an additional
exception to regain compliance with Nasdaq Listing Rule 5250(c)(1) (the “Rule”). On September 2, 2026, the Company received
a further notice from Nasdaq confirming that the Company was no longer delinquent with respect to its Form 10-Q for the quarter ended
March 31, 2026, but remained non-compliant with the Rule because it had not filed its quarterly report on Form 10-Q for the quarter ended
June 30, 2026 (the “June 30th Form 10-Q”).
As previously
reported in the current report on Form 8-K filed on August 28, 2026 with the Securities and Exchange Commission by the Company, the Company
announced that it received delinquency notification from Nasdaq on August 24, 2026 (the “Deficiency Letter”), due to the
Company’s non-compliance with the Rule as a result of the Company’s failure to timely file the June 30th Form
10-Q. As of the date of this Form 8-K, the Company remains delinquent in filing the June 30th Form 10-Q.
The
Company submitted an updated plan to the staff of the Nasdaq Listing Qualification (the “Staff”) to regain compliance (the
“Updated Compliance Plan”) with the Rule on August 28, 2026. Under the Extension Letter, the Company is required to file
its delinquent June 30th Form 10-Q by the applicable extended deadline to evidence compliance with the relevant Nasdaq requirements.
The Extension Letter further provides that if the Company fails to evidence compliance upon filing the delinquent June 30th Form 10-Q, Staff will notify the Company that its securities will be subject to delisting. At that time, the Company may appeal the Staff’s
determination to a hearings panel.
The
previously received Deficiency Letter and the Extension Letter have no immediate effect on the listing or trading of the Company’s
common stock on Nasdaq, subject to the Company’s continued compliance with the other applicable listing requirements.
The
Company is committed to taking the actions set forth in the Updated Compliance Plan and intends to use all reasonable efforts to regain
compliance with the initiatives and conditions set forth in the Updated Compliance Plan within the plan period. However, there is no
assurance that the Company will be successful in regaining compliance with the Nasdaq requirements within the planned period.
Cautionary
Note Regarding Forward Looking Statements
This
Current Report on Form 8-K includes information that constitutes forward-looking statements within the meaning of Section 27A of the
Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Words such as “anticipate”,
“estimate”, “expect”, “project”, “plan”, “intend”, “believe”,
“may”, “might”, “will”, “should”, “could”, “likely” and similar
expressions are used to identify forward-looking statements. These forward-looking statements are based on the Company’s current
beliefs, assumptions and expectations regarding future events, which in turn are based on information currently available to the Company.
By their nature, forward-looking statements address matters that are subject to risks and uncertainties. A variety of factors could cause
actual events and results to differ materially from those expressed in or contemplated by the forward- looking statements. These factors
include, without limitation, the Company’s ability to respond in a timely and satisfactory manner to the inquiries by Nasdaq, the
Company’s ability to become current with its reports with the SEC, and the risk that the completion and filing of the June 30th Form 10-Q will take longer than expected. For additional information about factors that could cause actual results to differ materially
from those described in the forward-looking statements, please refer to the Company’s filings with the SEC, including the risk
factors contained in its most recent Annual Report on Form 10-K and the Company’s other subsequent filings with the SEC. The Company
undertakes no obligation to publicly update or revise any forward-looking statement, whether as a result of new information, future events
or otherwise, except to the extent required by applicable laws.