--- schema_version: "secwatch.filing_event.v1" accession: "0001493152-25-010378" form_type: "8-K" ticker: "BACK" cik: "0001729944" company_name: "IMAC Holdings, Inc." filed_at: "2025-03-14T23:59:59+00:00" generated_at: "2026-05-24T18:41:06.140601+00:00" event_type: "regulatory" sentiment: "negative" materiality_score: 0.8 calibrated_materiality_score: 0.8 confidence: "high" source: SEC EDGAR --- # IMAC Holdings receives Nasdaq minimum bid price deficiency notice; issues promissory notes to insiders ## Summary - Nasdaq notified IMAC its stock failed to meet $1.00 minimum bid price for 30 consecutive days; compliance period until Sept 9, 2025. - Issued promissory notes totaling $129,000 principal to Chair Busch and other lenders for net proceeds of $97,500. - Board reduced stockholder meeting quorum from majority to one-third, effective March 13, 2025. - Separate Nasdaq delisting appeal for equity deficiency is pending after March 4, 2025 hearing. - Special meeting on March 26, 2025 will vote on reverse stock split to cure bid price deficiency. ## SEC filing metadata - accession: 0001493152-25-010378 - form_type: 8-K - ticker: BACK - cik: 0001729944 - company_name: IMAC Holdings, Inc. - filed_at: 2025-03-14T23:59:59+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, 5.03, 8.01, 9.01 - EDGAR index: https://www.sec.gov/Archives/edgar/data/1729944/000149315225010378/0001493152-25-010378-index.htm - EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1729944/000149315225010378/form8-k.htm ## Machine-readable alternates - HTML: https://secwatch.observer/filing/0001493152-25-010378 - JSON: https://secwatch.observer/filing/0001493152-25-010378.json - Plain text: https://secwatch.observer/filing/0001493152-25-010378.txt ## Key facts - Debt Financings IMAC Holdings, Inc. incurred loan of aggregate principal amount of $101,500 with certain lenders (the "Lenders") maturing the earlier of (i) the date of consummation of any offering or offerings, individually or in the aggregate, of securities with gross proceeds of at least $1,000. - Instrument: loan - Principal: aggregate principal amount of $101,500 - Counterparty: certain lenders (the "Lenders") - Maturity: the earlier of (i) the date of consummation of any offering or offerings, individually or in the aggregate, of securities with gross proceeds of at least $1,000 - Event: incurrence source text: Also on March 13, 2025, the Company issued promissory notes (the “March 13 Notes” and together with the Busch Note, the “Notes”) to certain lenders (the “Lenders”) in the aggregate principal amount of $101,500, for an aggregate purchase price from the Lenders of $72,500. evidence_url: https://www.sec.gov/Archives/edgar/data/1729944/000149315225010378/0001493152-25-010378-index.htm - Debt Financings IMAC Holdings, Inc. incurred loan of $27,500 with Jeffrey M. Busch, the Chair of the Board of Directors of the Company maturing the earlier of (i) the date of consummation of any offering or offerings, individually or in the aggregate, of securities with gross proceeds of at least $1,000. - Instrument: loan - Principal: $27,500 - Counterparty: Jeffrey M. Busch, the Chair of the Board of Directors of the Company - Maturity: the earlier of (i) the date of consummation of any offering or offerings, individually or in the aggregate, of securities with gross proceeds of at least $1,000 - Event: incurrence source text: On March 13, 2025, IMAC Holdings, Inc. (the “Company”) issued a promissory note (the “Busch Note”) to Jeffrey M. Busch, the Chair of the Board of Directors of the Company, in the principal amount of $27,500, for a purchase price from Mr. Busch of $25,000. evidence_url: https://www.sec.gov/Archives/edgar/data/1729944/000149315225010378/0001493152-25-010378-index.htm - Listing & Compliance Notices IMAC Holdings, 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: March 13, 2025, the Company received written notice (the “Notice”) from The Nasdaq Stock Market (“Nasdaq”) notifying the Company that, because the minimum bid price for its common stock has been below $1.00 per share for 30 consecutive trading days, it no longer complies with the minimum bid price requirement for continued listing on The Nasdaq Capital Market. Nasdaq Listing Rule 5550(a)(2) requires listed securities to maintain a minimum bid price of $1.00 per share (the “Minimum Bid Price Requirement”), and Nasdaq Listing Rule 5810(c)(3)(A) provides that a failure to meet the Minimum Bid Pri evidence_url: https://www.sec.gov/Archives/edgar/data/1729944/000149315225010378/0001493152-25-010378-index.htm - Governance Changes IMAC Holdings, Inc.: Lowered the required quorum for any meeting of stockholders from a majority to one-third of the votes entitled to vote, if all issued and outstanding shares entitled to vote are present and voted (effective 2025-03-13). - Change: bylaw amendment - Effective: 2025-03-13 source text: On March 13, 2025, the Board of Directors (the “Board”) of the Company approved an amendment to the Company’s by-laws (the “By-laws”), effective immediately, to lower the required quorum for any meeting of the stockholders from a majority to one-third (1/3) of the votes if all the issued and outstanding shares of stock entitled to vote at such meeting were present and voted (the “New Quorum Requirement”). evidence_url: https://www.sec.gov/Archives/edgar/data/1729944/000149315225010378/0001493152-25-010378-index.htm This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.