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RCT 424B3: Delisting notice

Filed with the SEC on · accession 0001493152-26-047469

RCT filed a 424B3 (prospectus (offering)) with the SEC on Oct 19, 2026. RedCloud Holdings received a Nasdaq delisting determination after failing to regain compliance with the $1.00 minimum bid price requirement and lacking sufficient stockholders' equity for a second grace period. The stock moved +0.6% by the first close after the filing.

Summary of the filing

RedCloud Holdings received a Nasdaq delisting determination after failing to regain compliance with the $1.00 minimum bid price requirement and lacking sufficient stockholders' equity for a second grace period. The company filed an appeal on October 14, 2026, which stays the delisting pending a Nasdaq Hearings Panel decision.

For details, click here →How to read a 424B3 →

Key details

Maximum ordinary shares offered by selling shareholders$10.0M
Last reported sale price per ordinary share$0
RegistrantRedCloud Holdings plc
Listing exchange issuing delisting determinationNasdaq Stock Market LLC
Holder of senior convertible note3i, LP
Holder of senior convertible noteAlto Opportunity Master Fund, SPC - Segregated Master Portfolio B
Chief executive officerJustin Floyd

How RCT stock reacted

Close before

$0.08

Oct 16, 2026

First close after

+0.61%

$0.08

5 trading days

-7.08%

$0.08

Since filing

-48.23%

$0.04

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Frequently asked questions

What did RCT file with the SEC on Oct 19, 2026?

RCT filed a 424B3 (Delisting notice). RedCloud Holdings received a Nasdaq delisting determination after failing to regain compliance with the $1.00 minimum bid price requirement and lacking sufficient stockholders' equity for a second grace period. The company filed an appeal on October 14, 2026, which stays the delisting pending a Nasdaq Hearings Panel decision.

What does a delisting notice mean for RCT stock?

The stock often falls sharply. In a Chapter 11 reorganization existing shares are frequently cancelled or heavily diluted; in Chapter 7 the company is liquidated and shareholders are paid last, usually nothing.

How do I read a 424B3?

The final terms of an offering of shares or bonds. Look at price, number of shares and the discount to the market price. Large offerings dilute existing shareholders.

Why are SEC filings important?

Public companies must tell the SEC about anything that can change their value — results, leadership changes, big deals, new shares, bankruptcy. Filings are the official source, often before the news. A 424B3 (prospectus (offering)): The final terms of an offering of shares or bonds.

How did RCT stock react to this filing?

RCT closed at $0.08 before the filing and $0.08 on Oct 19, 2026 (+0.61%). Five trading days later: $0.08 (-7.08%).

Other RCT SEC filings

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