---
schema_version: "secwatch.filing_event.v1"
accession: "0001213900-22-077385"
form_type: "8-K"
ticker: null
cik: "0001851860"
company_name: "SMART FOR LIFE, INC."
filed_at: "2022-12-02T23:59:59+00:00"
generated_at: "2026-06-21T10:25:59.601643+00:00"
event_type: "regulatory"
sentiment: "negative"
materiality_score: 0.85
calibrated_materiality_score: 0.85
confidence: "high"
source: SEC EDGAR
---

# SMFL receives Nasdaq delisting notice for equity deficiency; extends debt maturities

## Summary
- Nasdaq notified SMFL of non-compliance with $2.5M stockholders' equity rule (equity $2,051,279 as of Sep 30, 2022).
- Nasdaq terminated bid price grace period early; SMFL will request hearing to stay delisting.
- Extended Ceautamed Notes maturity to June 1, 2023; default interest increased to 15%.
- Amended DSO Note: deferred first payment to Feb 15, 2023; maturity to Aug 15, 2024; shares and fee to Moulavi.
- Entered new 7,877 sq ft HQ lease in Boca Raton, FL, term through Dec 2029 with 3.5% annual rent increases.

## SEC filing metadata
- accession: 0001213900-22-077385
- form_type: 8-K
- cik: 0001851860
- company_name: SMART FOR LIFE, INC.
- filed_at: 2022-12-02T23:59:59+00:00
- event_type: regulatory
- sentiment: negative
- materiality_score: 0.85
- calibrated_materiality_score: 0.85
- confidence: high
- sec_items: 1.01, 2.03, 3.01, 9.01
- EDGAR index: https://www.sec.gov/Archives/edgar/data/1851860/000121390022077385/0001213900-22-077385-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1851860/000121390022077385/ea169583-8k_smartforlife.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0001213900-22-077385
- JSON: https://secwatch.observer/filing/0001213900-22-077385.json
- Plain text: https://secwatch.observer/filing/0001213900-22-077385.txt

## Key facts
- Listing & Compliance Notices
  SMART FOR LIFE, INC. received a nasdaq deficiency notice notice regarding stockholders equity (rules 5550(b), 5101).
  - Exchange: nasdaq
  - Notice: deficiency notice
  - Deficiency: stockholders equity
  - Rules: 5550(b), 5101
  source text: November 28, 2022, the Company received a notification letter from The Nasdaq Stock Market LLC (“Nasdaq”) notifying the Company that it is not in compliance with the Nasdaq stockholders’ equity requirement of $2,500,000 for continued listing on The Nasdaq Capital Market, as set forth in Listing Rule 5550(b), given that the Company’s Form 10-Q for the period ended September 30, 2022 evidenced stockholders’ equity of only $2,051,279. The Company was previously under a grace period for the $1.00 bid price requirement, as set forth in Listing Rule 5550(a)(2), that was set to expire on November 29
  evidence_url: https://www.sec.gov/Archives/edgar/data/1851860/000121390022077385/0001213900-22-077385-index.htm
- Listing & Compliance Notices
  SMART FOR LIFE, INC. received a nasdaq deficiency notice notice regarding minimum bid price (rules 5550(a)(2), 5101).
  - Exchange: nasdaq
  - Notice: deficiency notice
  - Deficiency: minimum bid price
  - Rules: 5550(a)(2), 5101
  source text: November 28, 2022, the Company received a notification letter from The Nasdaq Stock Market LLC (“Nasdaq”) notifying the Company that it is not in compliance with the Nasdaq stockholders’ equity requirement of $2,500,000 for continued listing on The Nasdaq Capital Market, as set forth in Listing Rule 5550(b), given that the Company’s Form 10-Q for the period ended September 30, 2022 evidenced stockholders’ equity of only $2,051,279. The Company was previously under a grace period for the $1.00 bid price requirement, as set forth in Listing Rule 5550(a)(2), that was set to expire on November 29
  evidence_url: https://www.sec.gov/Archives/edgar/data/1851860/000121390022077385/0001213900-22-077385-index.htm
- Material Agreements
  SMART FOR LIFE, INC. entered into Lease with 990 S Rogers Circle, LLC (effective 2022-11-28).
  - Action: entry
  - Agreement: lease
  - Counterparty: 990 S Rogers Circle, LLC
  - Effective: 2022-11-28
  source text: On November 28, 2022, Smart for Life, Inc. (the “Company”) entered into a lease agreement (the “Lease”) with 990 S Rogers Circle, LLC (the “Landlord”) for a 7,877 square foot premises located in Boca Raton, Florida, which will serve as the Company’s new corporate headquarters.
  evidence_url: https://www.sec.gov/Archives/edgar/data/1851860/000121390022077385/0001213900-22-077385-index.htm
- Material Agreements
  SMART FOR LIFE, INC. amended DSO Amendment with Sasson E. Moulavi (effective 2022-11-29).
  - Action: amendment
  - Agreement: notes offering
  - Counterparty: Sasson E. Moulavi
  - Effective: 2022-11-29
  source text: On November 29, 2022, the Company entered into a letter agreement with Dr. Moulavi to amend the terms of the DSO Note (the “DSO Amendment”).
  evidence_url: https://www.sec.gov/Archives/edgar/data/1851860/000121390022077385/0001213900-22-077385-index.htm
- Material Agreements
  SMART FOR LIFE, INC. amended Ceautamed Amendments with holders of most of the Ceautamed Notes (effective 2022-11-28).
  - Action: amendment
  - Agreement: notes offering
  - Counterparty: holders of most of the Ceautamed Notes
  - Effective: 2022-11-28
  source text: On November 28, 2022, the Company entered into letter agreements with the holders of most of the Ceautamed Notes to amend the terms of the Ceautamed Notes (the “Ceautamed Amendments”).
  evidence_url: https://www.sec.gov/Archives/edgar/data/1851860/000121390022077385/0001213900-22-077385-index.htm

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