PSQ Holdings, Inc.
For the period ended Sep 30, 2026. Filed Nov 6, 2026.
View on SEC.govAbout this filing
A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.
Sep 30, 2026 · Filed Nov 6, 2026
What changed in Risk Factors?
Read the current filingPrevious report: 10-Q
Period ended 2026-06-30; filed 2026-08-04.
0001847064-26-000014
Item 1A. Risk FactorsCurrent report: 10-Q
Period ended 2026-09-30; filed 2026-11-06.
0001847064-26-000020
Item 1A. Risk FactorsThe baseline is this issuer’s latest earlier reporting period of the same form that was filed before the current report. A previous 10-Q is a different quarter, not a year-over-year comparison. Amendments are excluded.
Compared 4 previous paragraphs and 3 current paragraphs.
2 unchanged; 1 reworded; 0 added; 1 removed; 0 previous and 0 current paragraphs rearranged.
Tables are not compared: 0 previous and 0 current tables excluded. Dates, whitespace, punctuation and numbering changes are ignored; changes to financial figures remain significant.
A changed paragraph is not evidence that risk increased or decreased. An unchanged paragraph does not establish that risk stayed the same.
Removed paragraphs (1)
Previous report
The disposition of our EveryLife business is subject to execution, financial, tax and accounting risks that could adversely affect our results of operations, financial condition, and net operating loss carryforwards. We have entered into a definitive agreement to sell EveryLife's assets for a purchase price of $5.5 million. The transaction is subject to customary closing conditions and may not be completed on the anticipated timeline, or at all; if it is delayed or does not close, we will have incurred transaction costs without realizing the anticipated proceeds or strategic benefits. If completed, the purchase price allocation under Internal Revenue Code Section 1060 will determine the character and timing of any taxable gain we recognize, which may result in tax liability that differs from our current estimates. The transaction is also subject to post-closing purchase price adjustments and indemnification holdbacks, which may reduce the net cash proceeds we retain and could affect our available liquidity.
Reworded paragraphs (1)
Previous wording
We may be subject to immediate suspension and delisting from the NYSE if our average total market capitalization over a consecutive 30 trading-day period falls below $15 million. Section 802.01B of the NYSE Listed Company Manual requires an average total market capitalization of at least $15 million over any trailing 30 trading-day period. A breach of this threshold triggers immediate suspension and delisting procedures, with no cure period and no compliance-plan eligibility, regardless of the standard under which we originally listed. As of July 31, 2026, our average total market capitalization was $17.3M. Continued stock price volatility could cause us to fall below this threshold, resulting in prompt delisting.
Current wording
We may be subject to immediate suspension and delisting from the NYSE if our average total market capitalization over a consecutive 30 trading-day period falls below $15 million or if the NYSE determines that any of our securities are trading at "abnormally low selling price" levels.. Section 802.01B of the NYSE Listed Company Manual requires an average total market capitalization of at least $15 million over any trailing 30 trading-day period. A breach of this threshold triggers immediate suspension and delisting procedures, with no cure period and no compliance-plan eligibility, regardless of the standard under which we originally listed. As of November 3, 2026, our average total market capitalization was $16.9 million. Moreover, if the NYSE determines that our Class A Common Stock or public warrants are trading at "abnormally low selling price" levels, it will also immediately suspend the trading of our Class A Common Stock or public warrants, as applicable, and commence delisting proceedings pursuant to Rule 802.01D. Continued price volatility could cause us to fall below any of these thresholds, resulting in prompt delisting.