Enveric Biosciences, Inc.

Current report

Our ability to maintain compliance with Nasdaq listing standards may be adversely affected by Nasdaq’s recently approved Market Value of Listed Securities requirement, and any failure to satisfy applicable listing standards could result in the delisting of our Common Stock.

Current report

In July 2026, the SEC approved a Nasdaq rule change establishing a new continued listing requirement based on a company’s market value of listed securities (“MVLS”). Under the new requirement, companies listed on the Nasdaq Capital Market generally must maintain an MVLS of at least $5 million. Although the implementation of this requirement is currently stayed, and our MVLS was above the $5 million threshold as of the date of this Quarterly Report, our MVLS has recently been near that threshold and there can be no assurance that we will continue to satisfy the requirement if and when it becomes operative. MVLS is calculated by multiplying the market price of our Common Stock by the number of our outstanding listed shares. The market price of our Common Stock may fluctuate significantly as a result of factors that are beyond our control, including market conditions, investor sentiment, developments relating to our business, clinical, regulatory or financing activities, dilution resulting from future issuances of securities, and broader economic and geopolitical conditions.

Current report

If the new MVLS requirement becomes operative and our MVLS falls below $5 million and remains below that threshold for the applicable measurement period, Nasdaq could issue a Staff Delisting Determination. Under the approved rule, a hearing request generally would not stay the suspension of trading of our Common Stock. As a result, our Common Stock could be suspended from trading on Nasdaq and trade, if at all, on the over-the-counter market while any appeal is pending. Although we may have the ability to appeal a Staff Delisting Determination, the authority of the Nasdaq Hearings Panel to grant relief is limited and may require us to demonstrate compliance with Nasdaq’s initial listing standards, which are more stringent than Nasdaq’s continued listing standards and which we may be unable to satisfy.

Previous report

Trading in our Common Stock may be subject to temporary trading halts due to volatility rules, which could adversely affect stockholders’ ability to buy or sell their shares.

Previous report

Our Common Stock is listed on The Nasdaq Capital Market (“Nasdaq”). Nasdaq, as well as other U.S. securities exchanges, is subject to rules promulgated by the U.S. Securities and Exchange Commission designed to reduce extraordinary market volatility, including the Limit Up-Limit Down (“LULD”) rules. Under the LULD rules, trading in a listed security may be subject to a temporary pause or halt when the price of that security moves outside of a specified price band within a short period of time.

Previous report

Our Common Stock has in the past experienced, and may in the future experience, significant price volatility and elevated trading volumes. As a result, trading in our Common Stock has been, and may in the future be, temporarily halted pursuant to the LULD rules or other exchange or regulatory trading halt mechanisms. During any such trading halt, investors will be unable to buy or sell shares of our Common Stock, which could prevent investors from executing trades at desired prices and times. Trading halts may also contribute to uncertainty in the market for our Common Stock and increase price volatility upon the resumption of trading.

Previous report

We have no control over whether Nasdaq or other regulatory bodies impose trading halts on our Common Stock. The occurrence of trading halts, whether due to the LULD rules or otherwise, could adversely affect the liquidity and market price of our Common Stock and could harm our stockholders’ ability to manage their investment in our securities.