SGMOQ 8-K
Sangamo Therapeutics, Inc (SGMOQ)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
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| * | Following a determination by the Nasdaq Stock Market LLC (“Nasdaq”) to delist the common stock of Sangamo Therapeutics, Inc. (the “Company”), the Company’s common stock was suspended from trading on Nasdaq on May 5, 2026 and currently trades on the OTCID Basic Market under the symbol “SGMOQ”. On July 14, 2026, the Nasdaq Hearings Panel issued a written determination letter denying the Company’s request to continue its listing on Nasdaq. |
Item 1.03 Bankruptcy or Receivership.
As previously disclosed, on June 23, 2026 (the “Petition Date”), Sangamo Therapeutics, Inc. (the “Company”) filed a voluntary petition (Case No. 26-10989) for relief under Chapter 11 of the Bankruptcy Code in the United States Bankruptcy Court for the District of Delaware (such court, the “Court” and such case, the “Case”). On the Petition Date, the Company filed a motion (the “Bidding Procedures Motion”) (Docket No. 13) that sought approval of, among other things, certain auction and bidding procedures (the “Bidding Procedures”) in connection with a sale of all or substantially all of the Company’s assets and the approval designate stalking horse bidders. The Company continues to operate its business as a “debtor-in-possession” under the jurisdiction of the Court and in accordance with the applicable provisions of the Bankruptcy Code and orders of the Court.
On July 14, 2026, the Court entered an order (the “Bidding Procedures Order”) (Docket No. 122) granting the relief requested in the Bidding Procedures Motion. Pursuant to the Bidding Procedures Order, the Court approved, among other things, the Bidding Procedures, which provide for certain dates and deadlines in connection with the Company’s sale process, including the following:
Bid Deadline: Any party interested in submitting a bid for any of the Company’s assets must do so no later than August 4, 2026 at 5:00 p.m. (Eastern Time).
Auction: If the Company receives more than one qualified bid (including a combination of bids that, when considered together, constitute a qualified bid) for the Company’s assets, the Company will conduct an auction for the assets on August 10, 2026 at 10:00 a.m. (Eastern Time).
Sale Hearing: The Sale Hearing will take place on August 20, 2026, at 10:00 a.m. (Eastern Time). At the Sale Hearing, the Company will seek the Court’s approval of the successful bids and any backup bids.
The Company’s objective in the Case is to maximize value for its stakeholders, which may be achieved through the sale of all or substantially all assets to the highest bidder or bidders, and/or through a reorganization with a chapter 11 plan sponsor. All information about the Case, including the full Bidding Procedures and access to Court documents, is available online at https://www.veritaglobal.net/SangamoTherapeutics, a website administered by Verita Global, a third-party bankruptcy claims and noticing agent. The information on this website is not incorporated by reference into, and does not constitute part of, this Current Report on 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.
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.
| SANGAMO THERAPEUTICS, INC. | ||||||
| Dated: July 20, 2026 | By: | /s/ SCOTT B. WILLOUGHBY | ||||
| Name: | Scott B. Willoughby | |||||
| Title: | Chief Legal Officer and Corporate Secretary | |||||