Business Context and Reporting Period
This Form 8-K is filed by Liminatus Pharma, Inc. (LIMN) on May 20, 2026, regarding a notice of delisting from The Nasdaq Stock Market LLC. The Company is an emerging growth company incorporated in Delaware.
Key Financial Metrics
The filing text does not provide specific values for revenue, profit, cash flow, margins, debt, or liquidity. The report focuses exclusively on regulatory compliance status regarding market capitalization thresholds.
Material Changes
On May 20, 2026, the Company received formal notice from Nasdaq that it failed to regain compliance with the following listing standards by the May 18, 2026 deadline:
- Market Value of Listed Securities (MVLS) Rule: Failed to meet the $50,000,000 requirement.
- Market Value of Publicly Held Shares (MVPHS) Rule: Failed to meet the $15,000,000 requirement.
Consequently, the Company's securities are scheduled for delisting from The Nasdaq Global Market.
Outlook, Risks, and Management Commentary
Management has requested an appeal before the Nasdaq Hearings Panel on May 26, 2026. This appeal results in a stay of any suspension or delisting action pending the hearing outcome. Without a successful appeal, trading of common stock (LIMN) and warrants (LIMNW) would have been suspended on May 29, 2026.
Risks and Contingencies:
- There is no assurance that Nasdaq will accept the Company's plan to regain compliance.
- There is no assurance the Company will meet continued listing standards in the future.
- Forward-looking statements regarding the appeal outcome involve significant uncertainty.
Investor Verification Checklist
- Verify the status of the appeal before the Nasdaq Hearings Panel and the scheduled hearing date.
- Confirm whether trading of LIMN and LIMNW remains active on Nasdaq or has moved to an alternative market (e.g., OTC) pending the appeal.
- Review the Company's specific plan submitted to Nasdaq to regain compliance with MVLS and MVPHS rules.
- Monitor for a Form 25-NSE filing, which would officially remove the securities from Nasdaq listing if the appeal fails.