Qualigen Therapeutics, Inc. Receives Notification of Deficiency from Nasdaq Related to Delayed Filing of Annual Report on Form 10-K

Rhea-AI Summary

Qualigen Therapeutics (NASDAQ: QLGN) received a deficiency notification from Nasdaq on April 24, 2025, due to failing to file its 2024 Annual Report (Form 10-K) on time. Following a previous Nasdaq Hearings Panel decision from December 2024 that imposed a Discretionary Panel Monitor, the company faces delisting from Nasdaq. If QLGN doesn't appeal by May 1, 2025, trading will be suspended on May 5, 2025. The company plans to appeal on May 1 and is working to complete the delayed 10-K filing, which was postponed to allow time for completing accounting and internal control processes. However, there are no assurances regarding the timing of the filing completion.

Positive

• None.

Negative

• Risk of delisting from Nasdaq due to failure to file 2024 Form 10-K on time
• Trading suspension scheduled for May 5, 2025 if appeal is not successful
• Ongoing issues with accounting and internal control processes causing reporting delays
• Previous compliance issues indicated by existing Discretionary Panel Monitor

Insights

Securities Regulatory Expert

Qualigen faces Nasdaq delisting for missed 10-K filing; already under monitoring; must appeal May 1 or face May 5 trading suspension.

Qualigen's announcement represents a significant regulatory challenge with material implications for shareholders. The company has failed to file its 2024 Annual Report (Form 10-K) on time, triggering a Nasdaq deficiency notification. What makes this particularly concerning is that Qualigen was already under a Discretionary Panel Monitor from a December 2024 Nasdaq decision, creating a zero-tolerance situation where any compliance failure would trigger delisting procedures.

The regulatory timeline is now critical: if Qualigen doesn't appeal by May 1, 2025 (the date of this press release), trading will be suspended on May 5, 2025, followed by formal delisting through a Form 25-NSE filing with the SEC. While the company states its intention to appeal and work to regain compliance, it provides no specific timeline for when the overdue 10-K will be filed, only stating it will be done "as soon as practicable."

The stated reason for the delay—needing time to complete "customary accounting and internal control processes"—is notably vague. This lack of specificity, combined with the pre-existing Panel Monitor, raises legitimate concerns about the company's financial reporting capabilities and regulatory compliance infrastructure. For shareholders, a potential delisting would substantially impact stock liquidity, institutional investment eligibility, and likely trigger forced selling by funds restricted to holding exchange-listed securities.

CARLSBAD, Calif., May 01, 2025 (GLOBE NEWSWIRE) -- Qualigen Therapeutics, Inc. (NASDAQ: QLGN) (the “Company”) announced today that it received an expected deficiency notification letter from the Listing Qualifications Staff of The Nasdaq Stock Market LLC (“Nasdaq”) on April 24, 2025 (the "Notice"). The Notice indicated that the Company was not in compliance with Nasdaq Listing Rule 5250(c) (the “Listing Rule”) as a result of its failure to timely file its Annual Report on Form 10-K for the annual period ended December 31, 2024 (the “2024 Form 10-K”), as described more fully in the Company's Form 12b-25 Notification of Late Filing (the “Form 12b-25”) filed with the Securities and Exchange Commission (the "SEC") on April 1, 2025. The Listing Rule requires Nasdaq-listed companies to timely file all required periodic reports with the SEC.

In a decision dated December 2, 2024, a Nasdaq Hearings Panel decision imposed a Discretionary Panel Monitor pursuant to Listing Rule 5815(d)(4)(A) which requires Staff to issue a Delist Determination Letter in the event that the Company fails to maintain compliance in the ensuing year (the “Panel Monitor”).

Therefore, in line with the Panel Monitor’s decision, the Company’s securities will be delisted from Nasdaq. If the Company does not request an appeal of this decision by May 1, 2025, trading of the Company’s common stock will be suspended at the start of business on May 5, 2025. After that, Nasdaq will file a Form 25-NSE with the SEC to formally remove the Company’s securities from listing and registration. The Company intends to appeal this decision to Nasdaq on May 1, 2025 and take the necessary steps to regain compliance with Nasdaq’s listing rules as soon as practicable.

As previously disclosed, the filing of the 2024 Form 10-K was delayed due to the matters described in the Form 12b-25, including to allow the Company sufficient time to complete its customary accounting and internal control processes and procedures. While the Company can provide no assurances as to timing, the Company will continue to work diligently to complete and file the 2024 Form 10-K as soon as practicable.

About Qualigen Therapeutics, Inc.

For more information about Qualigen Therapeutics, Inc., please visit www.qlgntx.com.

Forward-Looking Statements

This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 that are based upon current expectations or beliefs, as well as assumptions about future events. Forward-looking statements include all statements that are not historical facts and can generally be identified by terms such as “could,” “estimate,” “expect,” “intend,” “may,” “plan,” “potentially,” or “will” or similar expressions and the negatives of those terms. These statements include, but are not limited to, statements relating to the Company’s plans and expectations about the completion and filing of the 2024 Form 10-K, its submission of a plan to regain compliance with respect to the Listing Rule, and the timing thereof. Actual results could differ materially from those expressed in or implied by the forward-looking statements due to a number of risks and uncertainties, including but not limited to, uncertainties about the timing of the Company’s submission of a compliance plan, Nasdaq’s acceptance of any such plan, the duration of any extension that may be granted by Nasdaq, the potential inability to meet Nasdaq’s requirements, the Company’s preparation of the 2024 Form 10-K and the related financial statements, the possibility of additional delays in the filing of the 2024 Form 10-K, and the other risks and uncertainties described in the Company’s SEC reports and under the heading “Risk Factors” in its most recent annual report on Form 10-K and quarterly reports on Form 10-Q, which are available at www.sec.gov. These forward-looking statements speak only as of the date of this press release. Except as required by law, the Company does not undertake any obligation to update or revise its forward-looking statements to reflect events or circumstances after the date of this press release.

Contact:

Investor Relations
ir@qlgntx.com. 

FAQ

Why is Qualigen Therapeutics (QLGN) facing delisting from Nasdaq in 2025?

Qualigen Therapeutics is facing delisting from Nasdaq due to failing to file its 2024 Annual Report (Form 10-K) on time, violating Nasdaq Listing Rule 5250(c), combined with a previous Discretionary Panel Monitor decision from December 2024.

When will QLGN stock be suspended from trading on Nasdaq?

If Qualigen Therapeutics does not successfully appeal by May 1, 2025, trading of QLGN stock will be suspended at the start of business on May 5, 2025.

What is causing the delay in Qualigen Therapeutics' 2024 Form 10-K filing?

The delay is due to the company needing additional time to complete its customary accounting and internal control processes and procedures.

What steps is QLGN taking to maintain its Nasdaq listing?

Qualigen Therapeutics plans to appeal the delisting decision on May 1, 2025, and is working to complete and file the 2024 Form 10-K as soon as possible to regain compliance with Nasdaq's listing rules.