{"url_path":"/sec/cjmb/8-k/2026-07-02/item-3-01","section_key":"item-3-01","section_title":"Item 3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing.**","topic":"sec","document":{"doc_type":"8-K","doc_date":"2026-07-02","source_url":"https://www.sec.gov/Archives/edgar/data/2032545/0001493152-26-031963-index.html","accession_number":"0001493152-26-031963","cik":"0002032545","ticker":"CJMB","issuer_name":"CALLAN JMB INC.","edgar_url":"https://www.sec.gov/Archives/edgar/data/2032545/0001493152-26-031963-index.html","primary_entity_key":"0002032545","primary_entity_name":"CALLAN JMB INC."},"word_count":830,"has_tables":true,"body_markdown":"**Item\n3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing.**\n\n** **\n\nOn\nJune 29, 2026, Callan JMB Inc. (the “Company”) received a written notice (the “Notice”) from the Listing Qualifications\nDepartment of The Nasdaq Stock Market LLC (“Nasdaq”) notifying the Company that, based upon the closing bid price of the\nCompany’s common stock for the last 30 consecutive business days, the Company no longer satisfies the requirement to maintain a\nminimum bid price of $1.00 per share for continued listing on The Nasdaq Capital Market, as set forth in Nasdaq Listing Rule 5550(a)(2)\n(the “Minimum Bid Price Requirement”).\n\nThe\nNotice has no immediate effect on the listing of the Company’s common stock, which continues to trade on The Nasdaq Capital Market\nunder the symbol “CJMB.”\n\n \n\nIn\naccordance with Nasdaq Listing Rule 5810(c)(3)(A), the Company has been provided an initial compliance period of 180 calendar days, or\nuntil December 28, 2026, to regain compliance with the Minimum Bid Price Requirement. To regain compliance, the closing bid price of\nthe Company’s common stock must be at least $1.00 per share for a minimum of ten consecutive business days during the compliance\nperiod, although Nasdaq may, in its discretion, require the Company to maintain a closing bid price of at least $1.00 per share for a\nperiod in excess of ten consecutive business days (generally no more than 20 consecutive business days) before determining that the Company\nhas regained compliance.\n\n \n\nIf\nthe Company does not regain compliance with the Minimum Bid Price Requirement by December 28, 2026, the Company may be eligible for an\nadditional compliance period of 180 calendar days. To qualify, the Company would be required to meet the continued listing requirement\nfor market value of publicly held shares and all other initial listing standards for The Nasdaq Capital Market, with the exception of\nthe Minimum Bid Price Requirement, and would need to notify Nasdaq in writing of its intention to cure the deficiency during the second\ncompliance period, by effecting a reverse stock split, if necessary. If the Company does not regain compliance within the applicable\ncompliance period(s), Nasdaq will provide notice that the Company’s common stock will be subject to delisting, at which time the\nCompany may appeal Nasdaq’s determination to a Nasdaq Hearings Panel.\n\n \n\nThe\nCompany intends to actively monitor the closing bid price of its common stock and will consider available options to regain compliance\nwith the Minimum Bid Price Requirement, which may include effecting a reverse stock split. There can be no assurance that the Company\nwill regain compliance with the Minimum Bid Price Requirement or will otherwise maintain compliance with the other listing requirements\nof The Nasdaq Capital Market.\n\n \n\n**Forward-Looking\nStatements**\n\n \n\nThis\nCurrent Report on Form 8-K contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of\n1995. These statements relate to future events or the future financial performance of the Company and involve known and unknown risks,\nuncertainties, and other factors that may cause actual results, performance, or achievements to be materially different from any future\nresults, performance, or achievements expressed or implied by the forward-looking statements.\n\n \n\nIn\nsome cases, forward-looking statements can be identified by terms such as “may,” “will,” “should,”\n“expects,” “plans,” “anticipates,” “intends,” “believes,” “estimates,”\n“projects,” “potential,” “continues,” or the negative of these terms or other comparable terminology.\nThese forward-looking statements include, but are not limited to, statements regarding the Company’s ability to regain compliance\nwith the Minimum Bid Price Requirement during the applicable Nasdaq compliance period(s), the Company’s intention to monitor the\nclosing bid price of its common stock and to consider available options to regain compliance, including the potential implementation\nof a reverse stock split, and the Company’s ability to maintain compliance with the other listing requirements of The Nasdaq Capital\nMarket.\n\n \n\nThese\nforward-looking statements reflect the Company’s current expectations and projections based on information available as of the\ndate of this Current Report on Form 8-K and are subject to a number of risks and uncertainties, including, but not limited to, general\neconomic, financial, and business conditions; the Company’s ability to successfully implement its strategic initiatives; supply\nchain disruptions; regulatory compliance and legal proceedings; and other risks detailed from time to time in the Company’s filings\nwith the Securities and Exchange Commission, including its most recent Annual Report on Form 10-K and subsequent Quarterly Reports on\nForm 10-Q.\n\n \n\nThe\nCompany cautions investors that forward-looking statements are not guarantees of future performance and actual results may differ materially\nfrom those projected. The Company undertakes no obligation to update or revise any forward-looking statements, whether as a result of\nnew information, future events, or otherwise, except as required by law.\n\n \n\n \n\n \n\n** **\n\n**SIGNATURES**\n\n \n\nPursuant\nto the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by\nthe undersigned hereunto duly authorized.\n\n \n\nDate:\nJuly 2, 2026\n**Callan\nJMB Inc.**\n\n \n \n \n\n \nBy:\n*/s/\nWayne Williams*\n\n \nName:\nWayne\nWilliams\n\n \nTitle:\nChief\nExecutive Officer"}