---
schema_version: "secwatch.filing_event.v1"
accession: "0000950170-25-076943"
form_type: "8-K"
ticker: null
cik: "0001389002"
company_name: "MARIN SOFTWARE INC"
filed_at: "2025-05-23T23:59:59+00:00"
generated_at: "2026-05-20T13:41:10.022403+00:00"
event_type: "other_material"
sentiment: "negative"
materiality_score: 0.55
calibrated_materiality_score: 0.55
confidence: "high"
source: SEC EDGAR
---

# Marin Software receives Nasdaq non-compliance notice for late filings; dissolution vote June 11

## Summary
- Nasdaq notified Marin on May 21, 2025, for failure to timely file Form 10-Q (Q1 2025) and continued delinquency in Form 10-K (FY 2024).
- Company must submit compliance plan by June 16, 2025; potential exception until September 29, 2025.
- Board previously approved voluntary liquidation and dissolution, subject to stockholder approval at special meeting on June 11, 2025.
- If dissolution approved, common stock will be delisted from Nasdaq; listing remains effective for now.

## SEC filing metadata
- accession: 0000950170-25-076943
- form_type: 8-K
- cik: 0001389002
- company_name: MARIN SOFTWARE INC
- filed_at: 2025-05-23T23:59:59+00:00
- event_type: other_material
- sentiment: negative
- materiality_score: 0.55
- calibrated_materiality_score: 0.55
- confidence: high
- sec_items: 3.01, 7.01, 9.01
- EDGAR index: https://www.sec.gov/Archives/edgar/data/1389002/000095017025076943/0000950170-25-076943-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1389002/000095017025076943/mrin-20250521.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0000950170-25-076943
- JSON: https://secwatch.observer/filing/0000950170-25-076943.json
- Plain text: https://secwatch.observer/filing/0000950170-25-076943.txt

## Key facts
- Listing & Compliance Notices
  MARIN SOFTWARE INC received a nasdaq deficiency notice notice regarding late filing (rules 5250(c)(1)).
  - Exchange: nasdaq
  - Notice: deficiency notice
  - Deficiency: late filing
  - Rules: 5250(c)(1)
  source text: May 21, 2025, Marin Software Incorporated, a Delaware corporation (the “Company”), received a notification letter (the “Notice”) from the Listing Qualifications Department of The Nasdaq Stock Market LLC (“Nasdaq”) advising the Company that it was not in compliance with Nasdaq’s continued listing requirements under Nasdaq Listing Rule 5250(c)(1) (the “Rule”) as a result of its failure to timely file its Quarterly Report on Form 10-Q for the fiscal quarter ended March 31, 2025 and its continued failure to file the Annual Report on Form 10-K for the fiscal year ended December 31, 2024 (the “Form
  evidence_url: https://www.sec.gov/Archives/edgar/data/1389002/000095017025076943/0000950170-25-076943-index.htm

This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.