Qualigen Therapeutics Provides Update on Nasdaq Communications and Continued Listing Status

Rhea-AI Summary

Qualigen Therapeutics (NASDAQ: QLGN) received two communications from Nasdaq regarding its listing status. The company was notified on July 23, 2025, about non-compliance with the $2.5 million stockholder's equity requirement. In response, QLGN has successfully addressed three key requirements: filing its Q1 2025 10-Q by July 21, regaining compliance through a $4.5 million private placement of Series A-3 Preferred Stock, and submitting a compliance maintenance plan to Nasdaq.

The company plans to file an 8-K including a pro forma balance sheet demonstrating compliance with stockholder's equity requirements, though it cautions there's no guarantee of maintaining Nasdaq listing standards.

Positive

• Successfully closed $4.5 million private placement of Series A-3 Preferred Stock
• Regained compliance with Nasdaq's minimum stockholders' equity requirement
• Received Nasdaq acceptance of compliance maintenance plan

Negative

• Failed to meet Nasdaq's $2.5 million stockholders' equity requirement initially
• Uncertainty about maintaining future Nasdaq listing compliance
• Required multiple deadline extensions to meet compliance requirements

Insights

Financial Compliance Expert

Qualigen secured a $4.5M private placement to meet Nasdaq's $2.5M equity requirement, avoiding potential delisting.

Qualigen Therapeutics has been navigating a precarious situation with its Nasdaq listing status. The company received two communications from Nasdaq regarding listing compliance issues. On July 23, Nasdaq informed Qualigen that it had failed to meet the $2.5 million stockholders' equity requirement based on its March 31 quarterly filing. This is a fundamental compliance metric for continued listing under Nasdaq Rule 5550(b)(1).

The company has since successfully addressed several compliance requirements. First, it filed its delayed Q1 2025 10-Q by the July 21 deadline. More importantly, Qualigen has regained compliance with the equity requirement through a $4.5 million private placement of Series A-3 Preferred Stock that closed prior to the July 28 deadline. This capital raise is crucial as it provides the necessary financial cushion to meet the minimum stockholders' equity threshold.

Qualigen has also submitted a sustainability plan to Nasdaq demonstrating how it intends to maintain compliance over the next 12 months. While the company appears to have addressed the immediate compliance issues, management appropriately acknowledges that future compliance isn't guaranteed. The upcoming 8-K filing with a pro forma balance sheet will provide more concrete evidence of the company's restored compliance position.

This situation highlights the financial constraints Qualigen has been operating under. The need for emergency capital raising to maintain listing requirements suggests underlying financial challenges that investors should monitor closely in upcoming quarters.

CARLSBAD, Calif., July 28, 2025 (GLOBE NEWSWIRE) -- Qualigen Therapeutics, Inc. (NASDAQ: QLGN) (the “Company”) received two different communications from the staff of the Nasdaq Listing Qualifications office of the Nasdaq Stock Market, LLC. The Company received the first notice from the Nasdaq Listings Qualifications office of the Nasdaq Stock Market LLC on July 23, 2025, informing the Company that as reflected in the Company’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2025 filed with the SEC on July 21, 2025, the Company failed to comply with the $2.5 million stockholder’s equity required under Nasdaq Rule 5550(b)(1) (the “Equity Rule”) or any alternative standard under Nasdaq 5550(b).

On June 24, 2025, the Company received a second communication from the Office of the General Counsel of Nasdaq, confirming that Nasdaq had reviewed and accepted the Company’s request for an extension with respect to three specific items. First, the Company was required to file its Quarterly Report on Form 10-Q for the period ended March 31, 2025, by July 21, 2025 — which Nasdaq confirmed has been completed. Second, the Company was required to regain compliance with the minimum stockholders’ equity requirement (the “Equity Rule”) by July 28, 2025 — which it has achieved through the successful closing of a $4.5 million private placement of Series A-3 Preferred Stock, prior to customary fees and expenses, as announced earlier today. Third, the Company was required to demonstrate a plan to maintain compliance with all applicable continued listing standards — which Nasdaq acknowledged it has received, including the Company’s plan to maintain compliance with the stockholders’ equity requirement over the next 12 months.

The Company is making every effort to maintain its current Nasdaq listing and will continue to take all necessary actions toward that goal. However, there can be no assurance that the Company will be able to maintain compliance with Nasdaq’s continued listing requirements.

The Company intends to file a Current Report on Form 8-K with the Securities and Exchange Commission later today, which will include a pro forma balance sheet reflecting stockholders’ equity in compliance with the applicable requirements, assuming the private placement described above had closed as of March 31, 2025.

About Qualigen Therapeutics, Inc.

Qualigen Therapeutics, Inc. (NASDAQ: QLGN) is a clinical-stage biotechnology company focused on developing novel therapeutics for the treatment of cancer and infectious diseases. The Company’s pipeline includes QN-302, a selective G-quadruplex inhibitor targeting various tumor types including pancreatic cancer; QN-247, a nucleolin-targeting compound for hematologic malignancies; and a family of small-molecule RAS oncogene protein-protein interaction inhibitors. Each of these programs is designed to address areas of high unmet medical need, with the potential for orphan drug designation. Qualigen is committed to advancing its therapeutic pipeline to improve patient outcomes and create long-term value for shareholders.

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 Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Forward-looking statements are based on current expectations, estimates, assumptions, and projections about future events and involve inherent risks and uncertainties. These forward-looking statements include, but are not limited to, statements the filing of a resale registration statement, and the Company’s future business plans and strategies.

Words such as “anticipates,” “expects,” “intends,” “plans,” “believes,” “seeks,” “estimates,” “may,” “will,” “could,” “would,” “should,” “continues,” and similar expressions are intended to identify such forward-looking statements. Actual results could differ materially from those projected due to a number of factors, including risks related to the Company’s ability to successfully develop and commercialize its product candidates, regulatory developments, market conditions, the Company’s ability to maintain compliance with Nasdaq listing requirements, and other risks described in the Company’s filings with the Securities and Exchange Commission, including its most recent Annual Report on Form 10-K and subsequent Quarterly Reports on Form 10-Q.

The Company undertakes no obligation to update or revise any forward-looking statements, whether as a result of new information, future events, or otherwise, except as required by law. Readers are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date hereof. This caution is made under the safe harbor provisions of the Private Securities Litigation Reform Act of 1995.

Contact: Investor Relations
ir@qlgntx.com.

FAQ

What is QLGN's current Nasdaq listing compliance status?

Qualigen has regained compliance with Nasdaq's requirements through a $4.5 million private placement and submitted a plan to maintain compliance over the next 12 months.

How much stockholder equity does QLGN need to maintain Nasdaq listing?

Qualigen must maintain a minimum of $2.5 million in stockholder's equity to comply with Nasdaq Rule 5550(b)(1).

What actions did QLGN take to regain Nasdaq compliance in July 2025?

QLGN completed three actions: filed Q1 2025 10-Q by July 21, closed a $4.5 million private placement of Series A-3 Preferred Stock, and submitted a compliance maintenance plan.

Is QLGN at risk of Nasdaq delisting?

While QLGN has regained compliance, the company cautioned there's no assurance it will maintain compliance with Nasdaq's continued listing requirements.

When will QLGN file its updated financial status with the SEC?

QLGN plans to file a Form 8-K including a pro forma balance sheet reflecting compliance with stockholder's equity requirements as of March 31, 2025.