LIMN 8-K
Liminatus Pharma, Inc. (LIMN)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
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Item 3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing.
As previously disclosed, on January 15, 2026 Liminatus Pharma, Inc. (the “Company”) received a notice from the Nasdaq Listing Qualifications Department of The Nasdaq Stock Market LLC (“Nasdaq”) indicating that the closing bid price of the Company’s common stock had been below $1.00 for 30 consecutive business days, and, consequently, the Company was not in compliance with Nasdaq Listing Rule 5450(a)(1) (the applicable minimum bid price requirement for The Nasdaq Global Market).
Following an appeal and hearing before the Nasdaq Hearings Panel, the Panel determined to transfer the Company to The Nasdaq Capital Market effective August 4, 2026 and granted the Company an extension to demonstrate compliance with Nasdaq Listing Rule 5550(a)(2) (the applicable minimum bid price requirement for The Nasdaq Capital Market) (the “Bid Price Rule”) by September 3, 2026.
At the close of trading on August 20, 2026, the Company effected a 1-for-50 reverse stock split.
On September 24, 2026, the Company received a notice from Nasdaq stating that, for the 13 consecutive trading days from August 21, 2026 to September 9, 2026, the closing bid price of the Company’s common stock had been above $1.00 per share. Accordingly, Nasdaq determined that the Company has regained compliance with the Bid Price Rule, and the matter is now closed.
Item 7.01 Regulation FD Disclosure.
On September 29, 2026, the Company issued a press release announcing that the Company has regained compliance with the Bid Price Rule. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated by reference herein.
The information in this Current Report on Form 8-K, including Exhibit 99.1 furnished hereto, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth in such filing.
Item 9.01 Financial Statements and Exhibits.
| Exhibit No. | Description | |
| 99.1 | Press Release issued by Liminatus Pharma, Inc. on September 29, 2026. | |
| 104 | Cover Page Interactive Data File (formatted as Inline XBRL) |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| Dated: September 29, 2026 | ||
| LIMINATUS PHARMA, INC. | ||
| By: | /s/ Chris Kim | |
| Name: | Chris Kim | |
| Title: | Chief Executive Officer | |
Exhibit 99.1
Liminatus Pharma Regains Compliance with Nasdaq Minimum Bid Price Rule
FULLERTON, Calif., September 29, 2026 – Liminatus Pharma, Inc. (Nasdaq: LIMN) (“Liminatus” or the “Company”) today announced that the Company has regained compliance with Nasdaq’s minimum bid price rule.
As previously disclosed, on January 15, 2026 the Company received a notice from Nasdaq indicating that the closing bid price of the Company’s common stock had been below $1.00 for 30 consecutive business days, and, consequently, the Company was not in compliance with Nasdaq Listing Rule 5450(a)(1) (the applicable minimum bid price requirement for The Nasdaq Global Market).
Following an appeal and hearing before the Nasdaq Hearings Panel, the Panel determined to transfer the Company to The Nasdaq Capital Market effective August 4, 2026 and granted the Company an extension to demonstrate compliance with Nasdaq Listing Rule 5550(a)(2) (the applicable minimum bid price requirement for The Nasdaq Capital Market) (the “Bid Price Rule”) by September 3, 2026.
At the close of trading on August 20, 2026, the Company effected a 1-for-50 reverse stock split.
On September 24, 2026, the Company received a notice from Nasdaq stating that, for the 13 consecutive trading days from August 21, 2026 to September 9, 2026, the closing bid price of the Company’s common stock had been above $1.00 per share. Accordingly, Nasdaq determined that the Company has regained compliance with the Bid Price Rule, and the matter is now closed.
About Liminatus
Liminatus Pharma, Inc. (Nasdaq: LIMN) is a biotechnology company developing innovative immuno-oncology and cell therapy candidates. The Company’s portfolio includes IBA101, a next-generation anti-CD47 monoclonal antibody, as well as oncology-focused cellular therapy programs including IBC101, a CD19xCD22 bivalent CAR-T candidate for B-cell malignancies. Liminatus is focused on advancing differentiated therapeutic approaches designed to address unmet needs in cancer treatment.
Forward-Looking Statements
The information in this press release includes “forward-looking statements” within the meaning of the applicable federal securities laws. All statements that are not statements of historical fact are forward-looking statements. Forward-looking statements may be identified by the use of words such as “may,” “could,” “would,” “should,” “predict,” “estimate,” “plan,” “project,” “forecast,” “intend,” “will,” “expect,” “anticipate,” “believe,” or other similar expressions that predict or indicate future events or that are not statements of historical matter. These statements are based on assumptions and on the current expectations of the Company’s management and are not predictions of actual performance. Many actual events and circumstances are beyond the control of Liminatus. These forward-looking statements are subject to a number of risks and uncertainties, including: (i) changes in business, market, financial, political and legal conditions; (ii) the Company’s continued ability to implement business plans; (iii) the risk of downturns, new entrants and a changing regulatory landscape in a highly competitive industry in which the Company operates; (iv) the Company’s continued listing on Nasdaq; and (v) those risks and uncertainties discussed in the Company’s filings with the Securities and Exchange Commission. Forward-looking statements address matters that are, to varying degrees, uncertain and subject to risks, uncertainties, and assumptions, many of which that are beyond the Company’s control, that could cause actual results to differ materially from those expressed in any forward-looking statements. Forward-looking statements are not guarantees of future results. The forward-looking statements contained in this press release speak only as of the date of this press release and the Company undertakes no obligation to publicly update any forward-looking statements to reflect changes in information, events or circumstances after the date of this press release, unless required by law.
For more information, please contact:
Liminatus Pharma, Inc.
Chris Kim, CEO
(213) 273-5453