---
schema_version: "secwatch.filing_event.v1"
accession: "0001185185-25-000638"
form_type: "8-K"
ticker: "RVYL"
cik: "0001419275"
company_name: "RYVYL Inc."
filed_at: "2025-06-13T23:59:59+00:00"
generated_at: "2026-05-19T07:54:19.599914+00:00"
event_type: "other_material"
sentiment: "negative"
materiality_score: 0.8
calibrated_materiality_score: 0.8
confidence: "high"
source: SEC EDGAR
---

# RYVYL gets Nasdaq bid-price notice, replaces director, gets SPA release, signs LOI for acquisition pending $100M raise

## Summary
- Nasdaq notified RYVYL its bid price closed below $1.00 for 30 days; must cure by Dec 9, 2025.
- Company also noncompliant on $2.5M equity test ($1.5M negative equity) but compliance plan accepted.
- Director David Montoya resigned June 10; Brett Moyer (Datavault AI CFO) appointed to board and committees.
- Purchaser released RYVYL from $16.5M damages obligation related to sale of Ryvyl EU subsidiary.
- Signed non-binding LOI to acquire complementary tech/digital assets; needs $100M raise, shareholder approval, reverse split.

## SEC filing metadata
- accession: 0001185185-25-000638
- form_type: 8-K
- ticker: RVYL
- cik: 0001419275
- company_name: RYVYL Inc.
- filed_at: 2025-06-13T23:59:59+00:00
- event_type: other_material
- sentiment: negative
- materiality_score: 0.8
- calibrated_materiality_score: 0.8
- confidence: high
- sec_items: 3.01, 5.02, 7.01, 8.01
- EDGAR index: https://www.sec.gov/Archives/edgar/data/1419275/000118518525000638/0001185185-25-000638-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1419275/000118518525000638/rvyl8k061225.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0001185185-25-000638
- JSON: https://secwatch.observer/filing/0001185185-25-000638.json
- Plain text: https://secwatch.observer/filing/0001185185-25-000638.txt

## Key facts
- Listing & Compliance Notices
  RYVYL Inc. received a nasdaq deficiency notice notice regarding minimum bid price (rules 5550(a)(2), 5810(c)(3)(A)).
  - Exchange: nasdaq
  - Notice: deficiency notice
  - Deficiency: minimum bid price
  - Rules: 5550(a)(2), 5810(c)(3)(A)
  source text: June 12, 2025, RYVYL Inc., a Nevada corporation (the “Company”), received a notice from the Listing Qualifications Department of The Nasdaq Stock Market LLC (“Nasdaq”), notifying the Company that, because the closing bid price for its common stock has fallen below $1.00 per share for 30 consecutive business days, the Company no longer complies with the minimum bid price requirement for continued listing on the Nasdaq Global Market under Nasdaq Lising Rule 5550(a)(2) (the “Minimum Bid Price Requirement”). Nasdaq’s notice has no immediate effect on the listing of the Company’s common stock on th
  evidence_url: https://www.sec.gov/Archives/edgar/data/1419275/000118518525000638/0001185185-25-000638-index.htm
- Executive change
  Brett Moyer was appointed as Director at RYVYL Inc..
  - Action: appointed
  - Role: Director
  source text: On June 12, 2025, the Board appointed Brett Moyer as a director of the Company and member of the Audit Committee, Compensation Committee and Nominating and Corporate Governance Committee to fill the vacancies created by Mr. Montoya’s resignation.
  evidence_url: https://www.sec.gov/Archives/edgar/data/1419275/000118518525000638/0001185185-25-000638-index.htm
- Executive change
  David Montoya resigned as Director at RYVYL Inc..
  - Action: resigned
  - Role: Director
  source text: Effective June 10, 2025, David Montoya resigned as a member of the Board of Directors, including all committee appointments, of RYVYL Inc.
  evidence_url: https://www.sec.gov/Archives/edgar/data/1419275/000118518525000638/0001185185-25-000638-index.htm

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