---
schema_version: "secwatch.filing_event.v1"
accession: "0001213900-23-093703"
form_type: "8-K"
ticker: "RYM"
cik: "0001800637"
company_name: "RYTHM, Inc."
filed_at: "2023-12-06T23:59:59+00:00"
generated_at: "2026-06-07T17:20:17.607994+00:00"
event_type: "regulatory"
sentiment: "negative"
materiality_score: 0.8
calibrated_materiality_score: 0.8
confidence: "high"
source: SEC EDGAR
---

# Nasdaq notifies Agrify of equity non-compliance at -$17.2M; note limit raised to $4M

## Summary
- Nasdaq notified Agrify that stockholders' equity of -$17.17M as of March 31, 2023, violates minimum $2.5M equity requirement (Rule 5550(b)(1)).
- Company has a pending hearing with Nasdaq Panel regarding delisting; trading not immediately affected but risk remains.
- Note amendment with CP Acquisitions (controlled by CEO) increases max loan amount from $3M to $4M, 10% interest, prepayable without penalty.
- Company still delinquent on Q2 and Q3 2023 10-Qs; filed FY2022 10-K and Q1 2023 10-Q in November.

## SEC filing metadata
- accession: 0001213900-23-093703
- form_type: 8-K
- ticker: RYM
- cik: 0001800637
- company_name: RYTHM, Inc.
- filed_at: 2023-12-06T23:59:59+00:00
- event_type: regulatory
- sentiment: negative
- materiality_score: 0.8
- calibrated_materiality_score: 0.8
- confidence: high
- sec_items: 1.01, 2.03, 3.01, 9.01
- EDGAR index: https://www.sec.gov/Archives/edgar/data/1800637/000121390023093703/0001213900-23-093703-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1800637/000121390023093703/ea189579-8k_agrify.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0001213900-23-093703
- JSON: https://secwatch.observer/filing/0001213900-23-093703.json
- Plain text: https://secwatch.observer/filing/0001213900-23-093703.txt

## Key facts
- Listing & Compliance Notices
  RYTHM, Inc. received a nasdaq delisting notice notice regarding late filing (rules 5250(c)(1)).
  - Exchange: nasdaq
  - Notice: delisting notice
  - Deficiency: late filing
  - Rules: 5250(c)(1)
  source text: October 17, 2023, the Company received a Staff Delisting Determination (the “Staff Determination”) from the Listing Qualifications Department of Nasdaq notifying the Company that it was not in compliance with Nasdaq’s continued listing requirements as a result of its failure to file the Delinquent Reports in a timely manner. In connection with receipt of the Staff Determination, the Company timely requested a hearing with the Nasdaq Hearings Panel (the “Panel”) The Notice noted that the Panel will consider the Company’s non-compliance with the Listing Rule in making its determination regarding
  evidence_url: https://www.sec.gov/Archives/edgar/data/1800637/000121390023093703/0001213900-23-093703-index.htm
- Listing & Compliance Notices
  RYTHM, Inc. received a nasdaq noncompliance notice notice regarding stockholders equity (rules 5550(b)(1)).
  - Exchange: nasdaq
  - Notice: noncompliance notice
  - Deficiency: stockholders equity
  - Rules: 5550(b)(1)
  source text: December 1, 2023, the Company received a notice (the “Notice”) from The Nasdaq Stock Market LLC (“Nasdaq”) stating that because the Company reported stockholders’ equity of $(17.17) million in its Quarterly Report on Form 10-Q for the quarter ended March 31, 2023, the Company is no longer in compliance with Nasdaq Listing Rule 5550(b)(1) (the “Listing Rule”), which requires that listed companies maintain a minimum of $2.5 million in stockholders’ equity. The notice has no immediate effect and will not immediately result in the suspension of trading or delisting of the Company’s shares of commo
  evidence_url: https://www.sec.gov/Archives/edgar/data/1800637/000121390023093703/0001213900-23-093703-index.htm
- Material Agreements
  RYTHM, Inc. amended Note Amendment with CP Acquisitions LLC valued at $4,000,000 (effective 2023-12-04).
  - Action: amendment
  - Agreement: notes offering
  - Counterparty: CP Acquisitions LLC
  - Value: $4,000,000
  - Effective: 2023-12-04
  source text: On December 4, 2023, CP and the Company amended and restated the Note (the “Note Amendment”). Pursuant to the terms of the Note Amendment, the maximum principal amount that may be loaned by CP to the Company was increased to $4,000,000.
  evidence_url: https://www.sec.gov/Archives/edgar/data/1800637/000121390023093703/0001213900-23-093703-index.htm

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