UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 8-K

CURRENT REPORT

 

Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934

 

Date of Report (Date of earliest event reported): February 27, 2025

 

KNOW LABS, INC.

(Exact name of registrant as specified in its charter)

 

Nevada

 

001-37479

 

90-0273142

(State or other jurisdiction

of incorporation)

 

(Commission

File Number)

 

(IRS Employer

Identification No.)

 

619 Western Avenue, Suite 610, Seattle, Washington 

 

98104

(Address of principal executive offices)

 

(Zip Code)

 

(206) 903-1351

(Registrant's telephone number, including area code)

 

____________________________________________

(Former name or former address, if changed since last report.)

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

 

☐

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

 

☐

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

 

☐

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

 

☐

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class

 

Trading Symbol(s)

 

Name of each exchange on which registered

Common Stock, par value $0.001

 

KNW

 

NYSE American LLC

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 or Rule 12b-2 of the Securities Exchange Act of 1934.                                             

Emerging Growth Company ☐

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

 

 

 

 

Item 3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing.  

 

On February 27, 2025, Know Labs, Inc., a Nevada corporation (the “Company”) received a notification from NYSE American LLC (“NYSE American”) informing the Company that it has resolved the continued listing deficiency with respect to low selling price as described in Section 1003(f)(v) of the NYSE American Company Guide (“Company Guide”). As a result, the staff of NYSE Regulation has withdrawn its delisting determination and will be lifting the trading suspension of the Company’s common stock on NYSE American. The common stock will commence trading on NYSE American on Wednesday, March 5, 2025 under the symbol “KNW” and Cusip 499238202.

 

The Company continues to remain subject to its previously disclosed plan addressing how it intends to regain compliance with the continued listing standards set forth in Sections 1003(a)(i), 1003(a)(ii) and 1003(a)(iii)  of the Company Guide. The NYSE accepted the Company’s plan on December 10, 2024, and granted the Company time until March 27, 2026 to regain compliance. Failure to meet the requirements to regain compliance could result in the initiation of delisting proceedings. The Company intends to regain compliance with the NYSE American’s continued listings standards by such date; however, there can be no assurance that the Company will be able to regain compliance in the plan period.

 

Item 7.01 Regulation FD Disclosure.

 

On February 28, 2025, the Company issued a press release regarding lifting of the trading suspension of the Company’s common stock on the NYSE American effective March 5, 2025 and as described in this Current Report on Form 8-K (“Report”). A copy of the press release  is attached as Exhibit 99.1 to this Report.  The information included in this Item 7.01 of this Report, including the attached Exhibit 99.1 shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.

 

Item 9.01 Financial Statements and Exhibits.

 

(d) Exhibits

 

 

99.1

Press Release dated February 28, 2025

 

104

Cover Page Interactive Data File (embedded within the Inline XBRL document)

 

 
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SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

Date: February 28, 2025

KNOW LABS, INC.

 

 

 

 

 

/s/ Ronald P. Erickson

 

 

Name: Ronald P. Erickson

 

 

Title: Chairman of the Board

 

 

 
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Cover
Feb. 27, 2025
Cover [Abstract]  
Entity Registrant Name KNOW LABS, INC.
Entity Central Index Key 0001074828
Document Type 8-K
Amendment Flag false
Entity Emerging Growth Company false
Document Period End Date Feb. 27, 2025
Entity File Number 001-37479
Entity Incorporation State Country Code NV
Entity Tax Identification Number 90-0273142
Entity Address Address Line 1 619 Western Avenue
Entity Address Address Line 2 Suite 610
Entity Address City Or Town Seattle
Entity Address State Or Province WA
Entity Address Postal Zip Code 98104
City Area Code 206
Local Phone Number 903-1351
Security 12b Title Common Stock, par value $0.001
Trading Symbol KNW
Written Communications false
Soliciting Material false
Pre Commencement Tender Offer false
Pre Commencement Issuer Tender Offer false
Security Exchange Name NYSE
Know Labs (AMEX:KNW)
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