Business Context and Reporting Period
This Form 8-K is filed by Tempest Therapeutics, Inc. (TPST) on January 8, 2026. The report addresses a regulatory compliance issue regarding the company's listing status on The Nasdaq Stock Market LLC.
Key Financial Metrics
The filing text does not provide specific values for revenue, profit, cash flow, margins, debt, or liquidity. This report focuses exclusively on corporate governance and listing compliance rather than financial performance.
Material Changes
The material change disclosed is the receipt of a letter from Nasdaq indicating the company is not in compliance with continued listing requirements. Specifically, the company failed to hold an annual meeting of stockholders within twelve months of its fiscal year-end on December 31, 2024, violating Nasdaq Listing Rules 5620(a) and 5810(c)(2)(G).
Outlook, Risks, and Management Commentary
- Compliance Timeline: The company has 45 calendar days (until February 23, 2026) to regain compliance or submit a plan to do so.
- Extension Possibility: If a plan is accepted, Nasdaq may grant an exception of up to 180 calendar days from the fiscal year-end (until June 29, 2026).
- Resolution Path: The company has scheduled its 2025 Annual Meeting of Stockholders for January 27, 2026. Holding this meeting will restore compliance with the Nasdaq Annual Meeting Requirement.
- Risk: Failure to regain compliance within the specified timeframe could result in delisting.
Investor Verification Checklist
- Confirm the 2025 Annual Meeting of Stockholders is held on January 27, 2026.
- Monitor for any subsequent Nasdaq communications regarding the acceptance of a compliance plan or extension.
- Verify the company's stock trading status on Nasdaq following the meeting date.