Failure to Satisfy Listing Rule (Form 8-K)

Item 3.01. Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing.

On July 14, 2026, the Company received a written determination letter (the "Letter") from the Nasdaq Hearings Panel (the "Panel") of the Nasdaq Stock Market LLC ("Nasdaq") stating that the Panel has determined to deny the Company's request to continue its listing on The Nasdaq Capital Market.

As previously disclosed, the Company received a delisting determination from Nasdaq on April 28, 2026 due to the Company's failure to comply with the minimum bid price requirement set forth in Nasdaq Listing Rule 5550(a)(2). As a result, trading in the Company's common stock was suspended from Nasdaq and began trading on the OTCQB Venture Market on May 5, 2026. The Company timely appealed the delisting determination, and a hearing before the Panel was held on June 9, 2026. On June 23, 2026, the Company filed a voluntary petition for relief under Chapter 11 of the United States Bankruptcy Code (Case No. 26-10989), and, as a result, the Company's common stock currently trades on the OTCID Basic Market under the symbol "SGMOQ."

The Company has 15 days from the date of the Letter to request that the Nasdaq Listing and Hearing Review Council (the "Council") review the Panel's decision, however the Company does not intend to request a review. The Council may, on its own motion, determine to review the Panel's decision within 45 calendar days after issuance of the Letter. The Company expects Nasdaq will file a Form 25 with the Securities and Exchange Commission to delist the Company's common stock from Nasdaq and deregister the common stock under Section 12(b) of the Securities Exchange Act of 1934, as amended.