---
schema_version: "secwatch.filing_event.v1"
accession: "0001683168-23-006809"
form_type: "8-K"
ticker: "SNOA"
cik: "0001367083"
company_name: "Sonoma Pharmaceuticals, Inc."
filed_at: "2023-09-28T23:59:59+00:00"
generated_at: "2026-06-10T07:32:17.756278+00:00"
event_type: "regulatory"
sentiment: "negative"
materiality_score: 0.65
calibrated_materiality_score: 0.65
confidence: "high"
source: SEC EDGAR
---

# Sonoma Pharma receives Nasdaq delisting notice for bid price non-compliance; say-on-pay vote fails

## Summary
- Received Nasdaq notice on Sept 22, 2023 for failure to maintain $1 minimum bid price for 30 consecutive days.
- Granted 180-day compliance period until March 20, 2024; needs $1 closing bid for 10 consecutive business days.
- Annual meeting on Sept 28, 2023: non-binding advisory vote on executive compensation did NOT pass (560,065 for, 290,657 against, 8,188 abstain).
- Stockholders ratified Frazier & Deeter as independent auditor for FY ending March 31, 2024 (2,560,351 for, 41,495 against, 3,765 abstain).
- Jerry McLaughlin elected Class III director with 552,672 for, 306,238 withheld.

## SEC filing metadata
- accession: 0001683168-23-006809
- form_type: 8-K
- ticker: SNOA
- cik: 0001367083
- company_name: Sonoma Pharmaceuticals, Inc.
- filed_at: 2023-09-28T23:59:59+00:00
- event_type: regulatory
- sentiment: negative
- materiality_score: 0.65
- calibrated_materiality_score: 0.65
- confidence: high
- sec_items: 3.01, 5.07
- EDGAR index: https://www.sec.gov/Archives/edgar/data/1367083/000168316823006809/0001683168-23-006809-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1367083/000168316823006809/sonoma_8k.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0001683168-23-006809
- JSON: https://secwatch.observer/filing/0001683168-23-006809.json
- Plain text: https://secwatch.observer/filing/0001683168-23-006809.txt

## Key facts
- Listing & Compliance Notices
  Sonoma Pharmaceuticals, Inc. received a nasdaq noncompliance notice notice regarding minimum bid price (rules 5550(a)(2), 5810(c)(3)(A)).
  - Exchange: nasdaq
  - Notice: noncompliance notice
  - Deficiency: minimum bid price
  - Rules: 5550(a)(2), 5810(c)(3)(A)
  source text: September 22, 2023, we received a letter from the Listing Qualifications staff of The Nasdaq Stock Market LLC, notifying us that, for the previous 30 consecutive business days, we have failed to comply with Nasdaq Listing Rule 5550(a)(2), which requires us to maintain a minimum bid price of $1 per share for our common stock. In accordance with Listing Rule 5810(c)(3)(A), Nasdaq has granted us a period of 180 calendar days, or until March 20, 2024, to regain compliance with the Rule. We may regain compliance with the Rule at any time during this compliance period if the minimum bid price for ou
  evidence_url: https://www.sec.gov/Archives/edgar/data/1367083/000168316823006809/0001683168-23-006809-index.htm
- Shareholder Votes
  Sonoma Pharmaceuticals, Inc. shareholders approved Election of One Class III Director at the 2023-09-28 meeting.
  - Proposal: director election
  - Outcome: passed
  - Meeting: 2023-09-28
  source text: Proposal 1 – Election of One Class III Director Mr. Jerry McLaughlin was duly elected as our Class III director. The results of the election were as follows: NOMINEE FOR WITHHELD Jerry McLaughlin 552,672 306,238
  evidence_url: https://www.sec.gov/Archives/edgar/data/1367083/000168316823006809/0001683168-23-006809-index.htm
- Shareholder Votes
  Sonoma Pharmaceuticals, Inc. shareholders approved Ratification of the Appointment of Independent Registered Public Accounting Firm at the 2023-09-28 meeting.
  - Proposal: auditor ratification
  - Outcome: passed
  - Meeting: 2023-09-28
  source text: Proposal 3 – Ratification of the Appointment of Independent Registered Public Accounting Firm Our stockholders voted upon and approved the ratification of the appointment of Frazier & Deeter, LLC as our independent registered public accounting firm for the fiscal year ending March 31, 2024. The votes on this proposal were as follows: FOR AGAINST ABSTAIN 2,560,351 41,495 3,765
  evidence_url: https://www.sec.gov/Archives/edgar/data/1367083/000168316823006809/0001683168-23-006809-index.htm
- Shareholder Votes
  Sonoma Pharmaceuticals, Inc. shareholders rejected Advisory Vote to Approve Executive Compensation at the 2023-09-28 meeting.
  - Proposal: say on pay
  - Outcome: failed
  - Meeting: 2023-09-28
  source text: Proposal 2 – Advisory Vote to Approve Executive Compensation Our stockholders voted upon and did not approve, by non-binding advisory vote, the compensation of our named executive officers for the year ended March 31, 2023, as described in our proxy statement dated July 27, 2023. The votes on this proposal were as follows: FOR AGAINST ABSTAIN 560,065 290,657 8,188
  evidence_url: https://www.sec.gov/Archives/edgar/data/1367083/000168316823006809/0001683168-23-006809-index.htm

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