UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the

Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): November 1416, 2023

MEDAVAIL HOLDINGS, INC.

(Exact name of registrant as specified in its charter)

Delaware

001-36533

90-0772394

(State or other jurisdiction of

incorporation)

(Commission File Number)

(I.R.S. Employer

Identification Number)

4720 East Cotton Gin Loop, Suite 220,

Phoenix, Arizona 85040

(Address of principal executive offices)(Zip Code)

(877)830-0826

(Registrant’s telephone number, including area code)

N/A

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:


Title of each class	Trading Symbol	Name of each exchange on which registered
Common Stock, par value $0.001 per share	MDVL	The Nasdaq Stock Market LLC

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 83.01. ~~Other~~Notice ~~Events~~of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing.

On November 16, 2023, MedAvail Holdings, Inc. is(the ~~unable~~“Company”) toreceived ~~file~~a ~~its~~delinquency ~~Quarterly~~notification ~~Report~~letter ~~on Form 10-Q~~ (the “~~Form~~Delinquency ~~10-Q~~Letter”) ~~for~~from the ~~quarter~~Listing ~~ended~~Qualifications ~~September~~Department ~~30,~~of ~~2023~~The byNasdaq ~~the~~Stock ~~November~~Market ~~14,~~LLC ~~2023~~(“Nasdaq”) ~~filing~~indicating ~~deadline.~~that, Weas ~~require~~a ~~additional~~result ~~time~~of ~~to complete~~ the ~~preparation~~Company’s ~~and~~delay ~~corresponding~~in ~~review~~filing ofits ~~our~~Quarterly ~~condensed~~Report ~~consolidated~~on ~~financial~~Form ~~statements~~10-Q ~~as of and~~ for the ~~quarter~~three months ended September 30, 2023~~. During the quarter ended September 30~~, ~~2023 and in~~ the ~~subsequent~~Company ~~period~~is ~~during~~not ~~which we prepare our financial statements and related disclosures for inclusion~~ in ~~the~~compliance ~~Form~~with ~~10-Q, we have experienced delays in new partner contracting,~~ the ~~deployment~~timely offiling ~~our~~requirement ~~MedCenter™~~for ~~products~~continued bylisting ~~our~~under ~~partners~~Nasdaq ~~and~~Listing inRule ~~integration services for contracted MedCenter units~~5250(c)(1). The ~~cumulative~~Delinquency ~~effect~~Letter ofhas ~~these~~no ~~delays,~~immediate ineffect ~~the~~on ~~absence of favorable developments in~~ the ~~future~~listing or atrading ~~supplemental~~of ~~capital raise within~~ the ~~next~~Company’s ~~twelve~~common ~~months,~~stock ~~could have an adverse impact~~ on ~~our projections for liquidity during 2024. These potential adverse effects on our liquidity require us to perform more extensive and complex procedures to assess~~ the ~~potential~~Nasdaq ~~impact~~Capital ~~of these effects on our financial statements and the impact of liquidity financing options, for which we need additional time prior to filing our Form 10-Q~~Market.

~~Forward~~As a result of this delinquency, the Company must submit a plan of compliance within 60 calendar days of receipt of the Delinquency Letter addressing how it intends to regain compliance with Nasdaq’s listing rules. If Nasdaq accepts the Company’s plan, Nasdaq may grant an exception of up to 180 calendar days from the original due date of the Form 10-~~Looking~~Q, ~~Statements~~or until May 13, 2024 (the first business day after the 180th calendar day), to regain compliance. There is no assurance that Nasdaq will accept the Company’s plan to regain compliance or, if accepted, that the Company will be able to regain compliance with Nasdaq’s rules by May 13, 2024. If Nasdaq does not accept the Company’s plan, then the Company will have the opportunity to appeal that decision to a Nasdaq hearings panel.

~~Certain~~Item statements in this Report, other than purely historical information, are “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995, including, without limitation, statements regarding our projections for liquidity, the potential impairment of long-lived assets and the timing for filing the Form 10-Q7. ~~Forward-looking~~01 ~~statements~~Regulation ~~are~~FD based on management's current, preliminary expectations and are subject to risks and uncertainties, which may cause actual results to be materially different from any future results, performance or achievements expressed or implied by the forward-looking statements, including, but not limited to risks related to completion of our condensed consolidated financial statements for inclusion in the Form 10-QDisclosure. We undertake no obligation to update publicly any forward-looking statements to reflect new information, events, or circumstances after the date they were made, or to reflect the occurrence of unanticipated events. If we update one or more forward-looking statements, no inference should be drawn that we will make additional updates concerning those or other forward-looking statements.

The Company issued a press release on November 17, 2023 disclosing the Company’s receipt of the Delinquency Letter. A copy of that press release is attached as Exhibit 99.1 hereto and incorporated by reference herein.

The information furnished in this Item 7.01, including the attached exhibit, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference into any filings under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

Exhibit No. Description

99.1 Press Release issued on November 17, 2023

104 Cover Page Interactive Data File (embedded within the Inline XBRL document)

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

	MEDAVAIL HOLDINGS, INC.
Date: November 14, 2023	By:	/s/ Ramona Seabaugh
Date: November 17, 2023	By:	/s/ Ramona Seabaugh
		Ramona SeabaughChief Financial Officer

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