ONFOLIO HOLDINGS INC (ONFO)
NASDAQCommunication ServicesInternet Content & InformationSnapshot 2026-09-04
NASDAQCommunication ServicesInternet Content & InformationSnapshot 2026-09-04
QuarterlyIQ Insights · ONFO
Material updates from SEC filings (8-K, 10-Q, 10-K) ranked by impact, with no firehose noise.
Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing. On July 2, 2026, Onfolio Holdings Inc. (the “ Company ”) received notice from The NASDAQ Stock Market that its common stock failed to maintain a minimum bid price of $1.00 over the previous 30 consecutive business days as required by the Listing Rules of The Nasdaq Stock Market. Since then, Nasdaq Listing Qualifications Staff has determined that for the last 12 consecutive business days, from…
Material Modification to Rights of Security Holders. To the extent required by
Other Events. On July 28, 2026, Onfolio Holdings Inc. (the “Company”) issued a press release providing a corporate update on the strategic alternatives it is actively pursuing to drive long-term shareholder value. As described in the press release, the Company is pursuing a range of initiatives, including asset acquisitions of profitable, cash-generative online businesses, potential transformational acquisitions that management believes could meaningfully accelerate the Company’s trajectory,…
Termination of a Material Definitive Agreement On July 21, 2026, OnFolio Holdings Inc., a Delaware corporation (the “Company”), and Paramount Helium, LLC, a Wyoming limited liability company (“Paramount”), entered into a Mutual Termination and Release Agreement (the “Termination Agreement”) to terminate, by mutual consent, the Binding Letter of Intent dated July 7, 2026 (the “LOI”), pursuant to which the Company proposed to acquire Paramount in a transaction structured as a merger or other bu…
Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing. On July 2, 2026, Onfolio Holdings Inc. (the “ Company ”) received a written notification (the “ Notice ”) from the Listing Qualifications Staff of The NASDAQ Stock Market (“ NASDAQ ”) stating that the Company is not in compliance with NASDAQ Listing Rule 5550(a)(2) because for the last 30 consecutive business days prior to the Notice the closing bid price of the Company’s common stock was belo…
Entry into a Material Definitive Agreement. Binding Letter of Intent On July 7, 2026, Onfolio Holdings Inc. (the “Company”) entered into a Binding Letter of Intent (the “LOI”) with Paramount Helium, LLC, a Wyoming limited liability company (“Paramount”), pursuant to which the Company has agreed to acquire Paramount in a transaction structured as a merger or other business combination (the “Acquisition”). The parties intend that all provisions of the LOI shall be binding and enforceable, and t…
Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing. On May 26, 2026, Onfolio Holdings Inc. (the “ Company ”) received a written notice (the “ Notice ”) from the Listing Qualifications Department of The Nasdaq Stock Market LLC (“ Nasdaq ”) informing the Company that it is not in compliance with Nasdaq Listing Rule 5550(b)(1), which requires listed companies to maintain a minimum of $2,500,000 in stockholders’ equity for continued listing on the…
Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing. On January 6, 2026, Onfolio Holdings Inc. (the “ Company ”) received notice from The NASDAQ Stock Market that its common stock failed to maintain a minimum bid price of $1.00 over the previous 30 consecutive business days as required by the Listing Rules of The Nasdaq Stock Market. Since then, Staff has determined that for the last 10 consecutive business days, from April 16, 2026 to April 29,…
Director — Robert Lipstein: Mr. Lipstein resigned as a director of the Company.
Entry into a Material Definitive Agreement. Equity Purchase Facility and Registration Rights Agreement On April 10, 2026, Onfolio Holdings Inc. (the “ Company ”) entered into an Equity Purchase Facility Agreement (the “ Purchase Agreement ”) with a certain institutional investor (the “ Investor ”). Pursuant to the Purchase Agreement, the Company has the right, but not the obligation, to sell to the Investor, from time to time and in the Company’s sole discretion, up to an aggregate of $100 mi…
In the Purchase Agreement, the Investor represented to the Company, among other things, that it is an “accredited investor” (as such term is defined in Rule 501(a) of Regulation D under the Securities Act). The shares of Common Stock that may be issued pursuant to the Purchase Agreement are being offered and sold by the Company in a transaction that is exempt from the registration requirements of the Securities Act, in reliance on Section 4(a)(2) of the Securities Act. In connection with the…
Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant. Information regarding transactions consummated in connection with the Waiver Agreement set forth under
On January 13, 2026, Onfolio Holdings Inc. (the “Company”) issued a press release, which is attached hereto as Exhibit 99.1 and incorporated herein by reference. The press release announced that the Company published a detailed article outlining the Company’s roadmap to profitability and cash flow self-sufficiency which is titled “ Onfolio’s Path to Profitability ,” which is available on the company’s website at: www.onfolio.com/path-to-profit. Forward-Looking Statements The information poste…
Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing. On January 6, 2026, Onfolio Holdings Inc. (the “ Company ”) received a written notification (the “ Notice ”) from the Listing Qualifications Staff of The NASDAQ Stock Market (“ NASDAQ ”) stating that the Company is not in compliance with NASDAQ Listing Rule 5550(a)(2) because for the last 33 consecutive business days the closing bid price of the Company’s common stock was below the $1.00 per s…
Entry into a Material Definitive Agreement. Securities Purchase Agreement On November 17, 2025, Onfolio Holdings Inc. (the “Company”) entered into a securities purchase agreement (the “Purchase Agreement”) with the buyer referred to in the Schedule of Buyers included therein (the “Buyers”), pursuant to which the Company agreed to sell (i) an aggregate principal amount of $6,000,000 in Senior Secured Convertible Notes (the “Notes”), convertible into the Company’s common stock, par value $0.001…
2 This Form 8-K shall not constitute an offer to sell or a solicitation of an offer to buy any securities of the Company, nor shall there be any sale of any securities of the Company in any state or other jurisdiction in which such an offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or other jurisdiction.
Unregistered Sale of Equity Securities. On October 21, 2025, Onfolio Holdings Inc. (the “ Company ”) sold seven units consisting of shares of the Company’s common stock, par value $0.001 per share (“ common stock ”) and non-publicly traded warrants (“ warrants ”) to purchase shares of common stock at an exercise price equal to $2.50 per share. The warrants expire on August 30, 2027. The shares and warrants comprising the units were immediately separable and were issued separately. Each unit w…
Chief Operations Officer / Interim Chief Financial Officer — Adam Trainor: Adam Trainor was appointed as the Company’s Interim Chief Financial Officer in addition to his existing role as Chief Operations Officer.
Chief Financial Officer and President — Esbe van Heerden: Ms. Van Heerden tendered her resignation as Chief Financial Officer and President, with no successor appointed yet.
Entry into a Material Definitive Agreement Asset Purchase Agreement - Eastern Standard LLC On September 20, 2024, Eastern Standard LLC (“ Eastern Standard Delaware ”), a Delaware limited liability company and Onfolio Holdings Inc.’s (the “ Company ”) majority owned subsidiary, entered into an Asset Purchase Agreement (“ Asset Purchase Agreemen t”) with Eastern Standard, LLC (“ Eastern Standard Pennsylvania ”), a Pennsylvania limited liability company, Mark Gisi, James Keller and Vincent Giord…
Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing. On June 25, 2024 Onfolio Holdings Inc. (the “Company”) received notice from The NASDAQ Stock Market that its common stock failed to maintain a minimum bid price of $1.00 over the previous 30 consecutive business days as required by the Listing Rules of The Nasdaq Stock Market. Since then, Staff has determined that for the last 10 consecutive business days, from June 10 to June 24, 2024, the cl…
Changes in Registrant’s Certifying Accountants. Appointment of Independent Registered Public Accounting Firm As previously disclosed in a Current Report on Form 8-K filed with the Commission on May 3, 2024, Onfolio Holdings Inc. (the “Company”) dismissed BF Borgers CPA PC (“BF Borgers”) as its independent registered public accounting firm. The Company’s audit committee unanimously approved the decision to dismiss BF Borgers. On May 14, 2024, the Company’s audit committee unanimously approved…
Changes in Registrant’s Certifying Accountants. (a) Termination of Independent Registered Public Accounting Firm On May 3, 2024, Onfolio Holdings Inc. (the “Company”) dismissed B F Borgers CPA PC (“BF Borgers”) as its independent registered public accounting firm. The Company’s audit committee unanimously approved the decision to dismiss BF Borgers. BF Borgers’ reports on the financial statements of the Company for the fiscal years ended December 31, 2023 and 2022 did not contain an adverse o…
Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing. As previously disclosed in a Current Report on Form 8-K filed with the U.S. Securities and Exchange Commission on October 27, 2023, on October 25, 2023, Onfolio Holdings Inc. (the “Company”) received a notification letter from the Listing Qualifications Staff of The Nasdaq Stock Market LLC (“Nasdaq”) that because the closing bid price for the Company’s common stock had been below $1.00 per sha…
Completion of Acquisition or Disposition of Assets. The information contained in
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