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Flora Growth Corp. (NASDAQ:FLGC), a micro-cap company with a market value of $12.77 million and currently rated as having weak financial health according to InvestingPro analysis, reported that Harold Wolkin, an independent director and member of its audit, compensation, and nominating and corporate governance committees, passed away on Monday. The company announced in a press release statement that, as a result, it no longer meets certain Nasdaq Capital Market corporate governance requirements.
Following Mr. Wolkin’s passing, Flora Growth’s board consists of four members: Sammy Dorf, Clifford Starke, Edward Woo, and Manfred Leventhal. Only Mr. Woo and Mr. Leventhal qualify as independent directors, which means the board no longer has a majority of independent directors as required by Nasdaq Listing Rule 5605(b)(1).
Additionally, the company’s audit committee now has only two members, both of whom are independent. Nasdaq Listing Rule 5605(c)(2)(A) requires an audit committee to have at least three independent directors.
Flora Growth stated it is reviewing options to regain compliance with the Nasdaq rules within the applicable cure period, which extends until the earlier of one year from Monday or the next annual meeting.
This information is based on a press release statement included in a filing with the Securities and Exchange Commission.
In other recent news, Flora Growth Corp. announced that it has regained compliance with Nasdaq’s minimum bid price requirement. This development follows a notification from Nasdaq earlier this year that Flora Growth was at risk of delisting due to its share price falling below $1.00 for an extended period. In response, Flora Growth enacted a 1-for-39 reverse stock split, which was approved by shareholders at the company’s annual meeting. The reverse stock split became effective on August 3, 2025, and the company’s shares began trading on a post-split basis the following day.
Additionally, at the 2025 Annual and Special Meeting, Flora Growth’s shareholders approved an amendment to the 2022 Incentive Compensation Plan. This amendment increases the number of common shares reserved for issuance from 2,500,000 to 4,500,000. The board of directors had previously authorized this change in April, pending shareholder approval. These recent developments reflect strategic decisions by Flora Growth to maintain its Nasdaq listing and adjust its compensation plans.
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