8-K: ESS Tech Receives NYSE Listing Deficiency Notice

ESS Tech, Inc. announced it received a notice from the NYSE for failing to meet minimum share price requirements, with an average closing price of $0.98.

Summary

• ESS Tech, Inc. received a written notice from the New York Stock Exchange (NYSE) on June 9, 2026.
• The notice indicates the company did not meet the continued listing standard under Section 802.01C of the NYSE Listed Company Manual.
• This is due to the average closing price of ESS Tech's common stock being less than $1.00 per share over a consecutive 30 trading-day period.
• As of June 8, 2026, the 30-day average closing share price was $0.98.
• This notice is a deficiency notice, not an immediate delisting, and does not currently affect the trading of ESS Tech's common stock on the NYSE.
• The company intends to notify the NYSE within 10 business days of its intent to cure this deficiency.
• ESS Tech has a six-month period from the notice receipt date to regain compliance.
• Compliance can be achieved if, on the last trading day of any calendar month during the cure period, the closing share price is at least $1.00 and the 30-day average closing price is also at least $1.00.

Sentiment

Score: 3

Explanation: StockSavvy.ai views this as a negative development due to the NYSE listing deficiency, indicating potential investor concern about the company's stock performance and future prospects, despite the company's intent to regain compliance.

Positives

• The NYSE notice is a deficiency notice, not an immediate delisting, and the company's stock continues to trade on the NYSE.
• The company has a six-month period to regain compliance with the minimum share price requirement.
• Compliance can be achieved by meeting a $1.00 closing price and a $1.00 30-day average closing price on the last trading day of any calendar month within the cure period.
• The notice is not anticipated to impact the ongoing business operations of the company or its SEC reporting requirements.

Negatives

• The company's common stock has an average closing price below $1.00 over a 30-day trading period ($0.98 as of June 8, 2026).
• Failure to regain compliance within the six-month cure period could lead to delisting.
• The company may need shareholder approval for actions to remedy the non-compliance, such as a reverse stock split.

Risks

• The company may not be able to regain compliance with the NYSE minimum share price requirement within the six-month cure period or any subsequent extension.
• There is a risk that actions taken to regain compliance, such as a reverse stock split, may require shareholder approval and may not be successful.
• Liquidity concerns that may affect other banking institutions are mentioned as a general risk.
• Risks and uncertainties inherent in the company's business, as described in its other SEC filings, could impact its ability to regain compliance.

Future Outlook

The company intends to monitor its stock price and consider plans to regain compliance with NYSE listing standards, including potentially initiating a reverse stock split. There is no assurance that compliance will be achieved within the specified period.

Management Comments

• The Company intends to notify the NYSE within this time period that it intends to regain compliance.
• The Company intends to monitor closely the closing bid price of its common stock and to consider plans for regaining compliance with Section 802.01C, including initiating a reverse stock split.
• While the Company plans to review all available options, there can be no assurance that it will be able to regain compliance with the applicable rules during the six-month compliance period, any subsequent extension period, or at all.

Industry Context

StockSavvy.ai notes that receiving a deficiency notice from the NYSE for low stock price is a common challenge for companies experiencing market headwinds or operational difficulties. Companies often resort to reverse stock splits to meet minimum price requirements, though this action can sometimes be viewed negatively by investors if not accompanied by fundamental business improvements.

Stakeholder Impact

• Shareholders: Potential for dilution if a reverse stock split is implemented, and continued concern over stock price performance impacting investment value.
• Creditors: May view the stock price deficiency as a sign of financial distress, potentially impacting credit terms or availability.
• Employees: Uncertainty regarding job security and company stability could arise from continued stock price underperformance and potential delisting.

Next Steps

• Notify the NYSE within 10 business days of receipt of the Notice regarding the intent to cure the deficiency.
• Regain compliance with the minimum share price requirement within the six-month cure period.
• Monitor the closing bid price of its common stock.
• Consider plans for regaining compliance, including potentially initiating a reverse stock split.

Key Dates

Recommendation

The filing indicates a significant risk of delisting due to the low stock price, which is a negative development. However, the company has a six-month period to rectify the situation and is actively considering options. Given the uncertainty and the potential for recovery, a 'hold' recommendation is appropriate, pending further developments on compliance efforts and the company's operational performance.

Keywords

NYSE listing standards, stock price deficiency, delisting notice, compliance period, reverse stock split, ESS Tech, GWH, energy storage