STRATA Skin Sciences Confirms Nasdaq Delisting

Rhea-AI Summary

STRATA Skin Sciences (NASDAQ: SSKN) filed a Form 25 and confirmed Nasdaq trading suspension effective February 19, 2026, and expects to file a Form 15 on or about March 2, 2026 to terminate registration and “go dark.”

The company said delisting and going dark will reduce reporting burdens and save time and money, allow management to focus on operations and growth, and noted a year-end cash balance of $8 million. The company warned shares will become more illiquid after going dark.

Positive

• Form 25 filed; Nasdaq trading suspended on Feb 19, 2026
• Year-end cash balance of $8 million
• Expect to file Form 15 to terminate registration on or about Mar 2, 2026
• Management expects reduced reporting costs and reallocated focus to operations

Negative

• Common stock will become more illiquid after going dark
• Trading suspended on Nasdaq may restrict shareholder liquidity starting Feb 19, 2026
• Outcome of lender negotiations is uncertain and unresolved

Key Figures

Year-end cash: $8 million Form 25 filing date: February 19, 2026 Planned Form 15 date: March 2, 2026 +1 more

4 metrics

Year-end cash $8 million Cash balance at end of fiscal year 2025

Form 25 filing date February 19, 2026 Date Form 25 was filed and Nasdaq trading suspended

Planned Form 15 date March 2, 2026 Expected date to file Form 15 to begin going dark

Pre-delisting price $0.1898 Share price prior to Nasdaq delisting announcement context

Market Reality Check

Price: $0.1710 Vol: Volume 538,137 is below t...

low vol

$0.1710 Last Close

Volume Volume 538,137 is below the 20-day average of 1,211,054, indicating subdued trading activity ahead of the delisting. low

Technical Price at 0.1898 is trading below the 200-day MA of 1.8, reflecting a sustained downtrend.

Peers on Argus

SSKN fell 2.95% while peers showed mixed moves: BMRA was down 2.24%, but HSCS wa...

1 Up 1 Down

SSKN fell 2.95% while peers showed mixed moves: BMRA was down 2.24%, but HSCS was up 8.84%. Combined with no same-day peer news, this points to a company-specific delisting event rather than a sector-wide move.

Historical Context

5 past events · Latest: Feb 18 (Positive)

Pattern 5 events

Date	Event	Sentiment	Move	Catalyst
Feb 18	Clinical adoption news	Positive	-40.0%	Johns Hopkins added XTRAC excimer laser for complex inflammatory skin diseases.
Feb 17	Clinical data highlight	Positive	-8.3%	Meta-analysis confirmed strong clinical efficacy of 308 nm excimer laser in psoriasis.
Dec 09	Commercial expansion	Positive	+6.5%	Showcased XTRAC and TheraclearX, citing early adoption momentum in Mexico.
Nov 13	Q3 2025 earnings	Negative	-9.5%	Reported revenue decline and net loss despite some recurring revenue growth.
Nov 06	Reimbursement update	Positive	-4.7%	CMS confirmed payment increase and future CPT expansion for excimer laser codes.

Pattern Detected

Recent positive operational and clinical news often coincided with negative price reactions, while more mixed/negative updates aligned with declines.

Recent Company History

Over the past several months, SSKN reported multiple XTRAC and TheraclearX adoption and reimbursement milestones, as well as Q3 2025 financials showing revenue pressure but improving EPS. Despite positive clinical and CMS coverage developments, shares frequently traded lower after news. The current Nasdaq delisting and “going dark” step follows prior disclosures of non-compliance with equity requirements, marking an escalation from operational growth updates to a structural change in trading and reporting status.

Market Pulse Summary

This announcement confirms SSKN’s transition off the Nasdaq Capital Market via a Form 25 filing and ...

Analysis

This announcement confirms SSKN’s transition off the Nasdaq Capital Market via a Form 25 filing and a planned Form 15 on or about March 2, 2026, ending Exchange Act reporting. Management highlights a strong 2025 year-end cash position of $8 million and aims to cut compliance costs to reduce cash burn. Historical filings show earlier Nasdaq equity-compliance issues, so investors may track post-delisting liquidity, governance visibility, and progress against the operating plan.

Key Terms

form 25, form 15, section 12(b), section 12(g), +4 more

8 terms

form 25 regulatory

"announces that a Form 25 has been filed today with the SEC"

A Form 25 is an official filing with the U.S. Securities and Exchange Commission used to remove a company's stock or other security from a national exchange list. Investors should care because delisting often means less visibility, lower trading volume and wider price swings—similar to a product moving from a major supermarket to a small local market, which can make buying, selling and valuing the security more difficult.

form 15 regulatory

"expects to file a Form 15 with the SEC on or about March 2, 2026"

A Form 15 is a short filing a public company uses with the U.S. Securities and Exchange Commission to stop or pause its routine public reporting requirements when it meets certain legal thresholds (such as a low number of public shareholders) or other qualifying conditions. Investors should care because filing one typically means less public financial information and lower trading liquidity—similar to a shop taking down its public notice board, making it harder to track performance and buy or sell shares.

section 12(b) regulatory

"to deregister its common stock under Section 12(b) of the Securities Exchange Act"

Section 12(b) of the U.S. Securities Exchange Act requires securities listed on a national stock exchange to be registered with the U.S. Securities and Exchange Commission (SEC) and to follow regular public reporting and disclosure rules. For investors, a 12(b) listing generally means more routine financial updates, regulatory oversight and easier buying and selling—like a storefront that must display its inventory and prices, making it simpler to inspect and trade the product.

section 12(g) regulatory

"terminating the registration of its common stock under Section 12(g) of the Exchange Act"

Section 12(g) is a rule that requires companies to register with the government and share their financial details when they have a certain number of shareholders or assets. It matters because it makes these companies more transparent, helping investors make informed decisions and keeping the markets fair.

going dark financial

"to suspend the Company’s reporting obligations ... which we refer to as “going dark”."

Going dark describes when a publicly traded company stops filing regular financial and other reports with securities regulators, often by deregistering its shares or meeting an exemption that frees it from those disclosure rules. For investors it matters because the company becomes like a business that no longer posts progress updates: there is less public information, trading can become thinner or harder, and valuing or selling shares can be riskier and more uncertain.

nasdaq capital market financial

"suspended from trading on The Nasdaq Capital Market (“Nasdaq”)"

The Nasdaq Capital Market is a platform where smaller, emerging companies can list their shares for trading by investors. It provides these companies with access to funding and visibility, helping them grow, much like a local marketplace where new vendors can introduce their products to potential customers. For investors, it offers opportunities to discover early-stage companies with growth potential.

exchange act regulatory

"of the Securities Exchange Act of 1934, as amended (“Exchange Act”)"

A federal law that sets rules for trading securities on public exchanges, requiring companies and market participants to register, disclose regular financial information, and follow standards that promote honest, orderly markets. For investors, it matters because it creates transparency and legal protections—like stopping insider trading and ensuring timely company disclosures—so you can evaluate risks and rely on consistent rules much as players rely on a referee to keep a game fair.

cpt codes medical

"changes in the CPT codes as we have described previously"

CPT codes are standardized five-digit codes used to describe medical procedures, tests and services for billing, insurance reimbursement and data tracking. Think of them like barcodes for healthcare services: they tell payers what was done and influence how much providers get paid. Investors watch CPT codes because changes in coding, coverage or reimbursement rates can materially affect a healthcare provider’s revenue, equipment manufacturers’ sales and overall adoption of new treatments.

AI-generated analysis. Not financial advice.

HORSHAM, Pa., Feb. 19, 2026 (GLOBE NEWSWIRE) -- STRATA Skin Sciences, Inc. (“STRATA” or the “Company”) (NASDAQ: SSKN), a medical technology company dedicated to developing, commercializing, and marketing innovative products for the treatment of dermatologic conditions, announces that a Form 25 has been filed today with the SEC to deregister its common stock under Section 12(b) of the Securities Exchange Act of 1934, as amended (“Exchange Act”), and confirms that trading of the Company’s common stock has been suspended from trading on The Nasdaq Capital Market (“Nasdaq”) at the opening of business on February 19, 2026. The Company also expects to file a Form 15 with the SEC on or about March 2, 2026, to commence the process of terminating the registration of its common stock under Section 12(g) of the Exchange Act and to suspend the Company’s reporting obligations under Sections 13(a) and 15(d) of the Exchange Act, which we refer to as “going dark”.

As previously disclosed in the Company’s Current Report on Form 8-K filed on February 11, 2026, the Company expects that the delisting from Nasdaq and “going dark” will eliminate the effort required to maintain compliance as an Exchange Act reporting company, and save the Company significant time and money in general and administrative expenses. These time and expense savings can be used to execute the Company’s operating plan, thus better enabling the Company to focus on its customers, its business and the patients whose lives are enhanced as a result of its work. With a more streamlined cost profile, the Company will be better able to invest in its business and focus on reducing its cash burn, and thus provide a future benefit to the Company’s stockholders. From an operational standpoint, delisting from Nasdaq and “going dark” is expected to minimize Company management attention related to its reporting obligations associated with being a Nasdaq and Exchange Act reporting company, and enable increased focus on longer-term value creation.

Dr. Dolev Rafaeli, CEO and Vice Chairman stated, “The pathway taken by the Company was not due to any financial instability of the Company or any weakening in the Company’s business. In fact, the Company finished the 2025 fiscal year with a very strong balance sheet, which included $8 million in cash. Additionally, we have engaged our lender in steps to be taken in the near future to address changes in its loan terms that would reflect the profile of a private company. While we cannot predict the outcome of those discussions, Strata management is confident in a favorable outcome of these discussions. Further, because we will not have to focus quarter to quarter on Nasdaq listing requirement compliance, management will better able to focus their efforts on capturing the upcoming growth which we anticipate coming from the expansion of the total market available to XTRAC® excimer laser and TheraclearX® users as a result of the changes in the CPT codes as we have described previously.”

Dr. Rafaeli continued, “We valued the status of being a Nasdaq traded company and the prestige that it carried with it. But the burdens of Nasdaq’s Continued Listing regulations, proved too burdensome for a company our size, and looking towards the future, the Board of Directors believes these steps will bring better value to our shareholders, then if we were forced to meet those requirements currently.”

In conclusion, Dr. Rafaeli stated, “We anticipate our leveraging these changes to further enhance Strata’s leadership role in both the domestic and international markets.”

The Board considered the fact that the Company’s common stock would become more illiquid as a result of “going dark”, and that stockholders may experience difficulties in selling their shares of common stock. However, the decision to proceed took into consideration the current as well as potential future costs of remaining a listed company versus the benefits to the longer term health of the Company.

Forward-Looking Statements

Certain statements in this press release and any oral statements made regarding the contents of this press release may constitute “forward-looking statements” within the meaning of the United States Private Securities Litigation Reform Act of 1995, as amended to date. Forward-looking statements can be identified by words such as “may,” “might,” “will,” “should,” “could,” “expects,” “plans,” “anticipates,” “believes,” “seeks,” “intends,” “estimates,” “predicts,” “potential” or “continue,” the negative of these terms and other comparable terminology. Examples of forward-looking statements include, among others, statements the Company makes regarding the filing a Form 25 and the timing as it relates to such filing, the filing a Form 15 and the timing as it relates to such filing, the timing of the effectiveness of the Form 15, the Company’s savings as it relates to “going dark,” the ability to minimize Company management distractions and reporting obligations associated with being a Nasdaq and Exchange Act reporting company, negotiations with the Company’s lender regarding the Company’s existing credit facility and ultimate outcome of those discussions, the potential impact as a result of the changes in the CPT codes for XTRAC laser users, and the trading of shares of the Company’s common stock following its suspension of trading from Nasdaq and other statements that are not purely statements of historical fact. These forward-looking statements are made on the basis of the current beliefs, expectations and assumptions of the management of the Company and are subject to a number of known and unknown risks and significant business, economic and competitive uncertainties that could cause actual results to differ materially from what may be expressed or implied in these forward-looking statements. These and other risks are described more fully in the Company’s filings with the SEC, including the “Risk Factors” section of its annual report on Form 10-K for the fiscal year ended December 31, 2024, and any risks that may be contained in any subsequent filings that the Company has made, or makes, with the SEC. Because forward-looking statements are inherently subject to risks and uncertainties, you should not rely on these forward-looking statements as predictions of future events. All statements other than statements of historical fact are forward-looking statements. Except to the extent required by law, the Company undertakes no obligation to update or review any estimate, projection, or forward-looking statement. Actual results may differ from those set forth in this press release due to the risks and uncertainties inherent in the Company’s business.

Investor Contact:
CORE IR
516-222-2560
IR@strataskin.com

FAQ

Why did STRATA Skin Sciences (SSKN) suspend trading on Nasdaq on February 19, 2026?

Because the company filed a Form 25 to deregister and suspended Nasdaq trading effective February 19, 2026. According to the company, this step reduces the burden and cost of Exchange Act reporting and lets management focus on operations and growth.

When will STRATA (SSKN) file Form 15 to terminate SEC registration and ‘go dark’?

The company expects to file a Form 15 on or about March 2, 2026 to begin terminating registration and suspend reporting obligations. According to the company, this starts the formal process of ‘going dark’ and ending Exchange Act reporting.

How much cash did STRATA report at year-end and how does that affect SSKN shareholders?

STRATA reported a year-end cash balance of $8 million, which the company describes as a strong balance sheet position. According to the company, this cash is intended to support operations while management focuses on reducing cash burn.

What does delisting and going dark mean for SSKN shareholder liquidity?

Shares will likely become more illiquid and harder to sell after delisting and going dark. According to the company, the board considered reduced liquidity but concluded cost savings and focus on long-term health outweighed liquidity drawbacks.

Will STRATA’s delisting change its business strategy or reporting obligations?

Yes. Delisting ends Nasdaq listing and, after filing Form 15, suspends Exchange Act reporting obligations. According to the company, this will reduce compliance workload and allow management to prioritize operations and market expansion efforts.