---
schema_version: "secwatch.filing_event.v1"
accession: "0001193125-24-184862"
form_type: "8-K"
ticker: "BENF"
cik: "0001775734"
company_name: "Beneficient"
filed_at: "2024-07-25T23:59:59+00:00"
generated_at: "2026-05-31T16:20:53.169422+00:00"
event_type: "other_material"
sentiment: "negative"
materiality_score: 0.7
calibrated_materiality_score: 0.7
confidence: "high"
source: SEC EDGAR
---

# Beneficient receives Nasdaq delisting notice for audit committee non-compliance after two directors resign

## Summary
- Nasdaq notified Beneficient on July 25, 2024 of non-compliance with audit committee composition requirements under Listing Rule 5605.
- Company has cure period until earlier of next annual meeting or July 21, 2025; must comply by Jan 15, 2025 if annual meeting before then.
- Director Emily B. Hill resigned effective Sept 30, 2024; Dennis P. Lockhart resigned effective immediately on July 19, 2024.
- Both resignations were not due to disagreement with company; they remain on board of managers of subsidiary BFF.
- Non-compliance has no immediate effect on listing or trading of BENF common stock on Nasdaq.

## SEC filing metadata
- accession: 0001193125-24-184862
- form_type: 8-K
- ticker: BENF
- cik: 0001775734
- company_name: Beneficient
- filed_at: 2024-07-25T23:59:59+00:00
- event_type: other_material
- sentiment: negative
- materiality_score: 0.7
- calibrated_materiality_score: 0.7
- confidence: high
- sec_items: 3.01, 5.02
- EDGAR index: https://www.sec.gov/Archives/edgar/data/1775734/000119312524184862/0001193125-24-184862-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1775734/000119312524184862/d867534d8k.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0001193125-24-184862
- JSON: https://secwatch.observer/filing/0001193125-24-184862.json
- Plain text: https://secwatch.observer/filing/0001193125-24-184862.txt

## Key facts
- Executive change
  Emily B. Hill resigned as Member of the Board and the Audit Committee at Beneficient.
  - Action: resigned
  - Role: Member of the Board and the Audit Committee
  source text: On July 19, 2024, Emily B. Hill delivered notice of resignation as a member of the Board and the Audit Committee effective September 30, 2024 (the "Hill Resignation").
  evidence_url: https://www.sec.gov/Archives/edgar/data/1775734/000119312524184862/0001193125-24-184862-index.htm
- Executive change
  Dennis P. Lockhart resigned as Member of the Board and the Audit Committee at Beneficient.
  - Action: resigned
  - Role: Member of the Board and the Audit Committee
  source text: Also on July 19, 2024, Dennis P. Lockhart resigned as a member of the Board and the Audit Committee effective immediately (the "Lockhart Resignation" and together with the Hill Resignation, the "Resignations").
  evidence_url: https://www.sec.gov/Archives/edgar/data/1775734/000119312524184862/0001193125-24-184862-index.htm

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