---
schema_version: "secwatch.filing_event.v1"
accession: "0001628280-23-042799"
form_type: "8-K"
ticker: "PHUN"
cik: "0001665300"
company_name: "Phunware, Inc."
filed_at: "2023-12-28T23:59:59+00:00"
generated_at: "2026-06-07T06:23:19.181125+00:00"
event_type: "regulatory"
sentiment: "negative"
materiality_score: 0.85
calibrated_materiality_score: 0.85
confidence: "high"
source: SEC EDGAR
---

# Phunware faces Nasdaq delisting for low bid price; board chair resigns

## Summary
- Nasdaq notified Phunware on Dec 21, 2023 that its stock closed at $0.10 or less for 10 consecutive days, triggering delisting.
- Company appealed on Dec 22; hearing before Nasdaq Hearings Panel scheduled for March 19, 2024; trading continues under PHUN pending outcome.
- No assurance of favorable Panel decision or continued compliance with Nasdaq rules.
- Board chair Ryan Costello voluntarily resigns effective Dec 31, 2023, citing no disagreement; board reduces to 3 directors; only 2 are independent.

## SEC filing metadata
- accession: 0001628280-23-042799
- form_type: 8-K
- ticker: PHUN
- cik: 0001665300
- company_name: Phunware, Inc.
- filed_at: 2023-12-28T23:59:59+00:00
- event_type: regulatory
- sentiment: negative
- materiality_score: 0.85
- calibrated_materiality_score: 0.85
- confidence: high
- sec_items: 3.01, 5.02
- EDGAR index: https://www.sec.gov/Archives/edgar/data/1665300/000162828023042799/0001628280-23-042799-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1665300/000162828023042799/phun-20231222.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0001628280-23-042799
- JSON: https://secwatch.observer/filing/0001628280-23-042799.json
- Plain text: https://secwatch.observer/filing/0001628280-23-042799.txt

## Key facts
- Listing & Compliance Notices
  Phunware, Inc. received a nasdaq delisting notice notice regarding minimum bid price (rules 5810(c)(3)(A)(iii)).
  - Exchange: nasdaq
  - Notice: delisting notice
  - Deficiency: minimum bid price
  - Rules: 5810(c)(3)(A)(iii)
  source text: December 21, 2023, the Company received a letter from Nasdaq notifying the Company that, as of December 20, 2023, the Company's common stock had a closing bid price of $0.10 or less for ten consecutive trading days and that, consistent with Nasdaq Listing Rule 5810(c)(3)(A)(iii), the Nasdaq had determined to delist the Company's common stock from the Nasdaq Capital Market. The notice further provides that the Company has until December 28, 2023 to appeal the Nasdaq's decision to delist the Company's common stock. Furthermore, on December 22, 2023, the Company timely submitted a request for a h
  evidence_url: https://www.sec.gov/Archives/edgar/data/1665300/000162828023042799/0001628280-23-042799-index.htm
- Executive change
  Ryan Costello resigned as Chairperson of the Board at Phunware, Inc..
  - Action: resigned
  - Role: Chairperson of the Board
  source text: On December 22, 2023, Ryan Costello notified the Company of his voluntary resignation from our board of directors (the "Board") and from the Audit Committee, the Compensation Committee and the Nominating and Corporate Governance Committee of the Board, effective December 31, 2023.
  evidence_url: https://www.sec.gov/Archives/edgar/data/1665300/000162828023042799/0001628280-23-042799-index.htm

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