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XTL Announces Receipt of Staff Delist Determination from Nasdaq

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XTL Biopharmaceuticals (Nasdaq:XTLB) received a Nasdaq Staff letter dated May 18, 2026, stating it is noncompliant with Listing Rule 5250(c)(1) for not filing its 2025 Form 20-F on time.

This adds to existing issues on minimum $2.5 million stockholders’ equity and $1 bid price, which the Nasdaq Hearings Panel will review.

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Positive

  • Company may present written views to the Nasdaq Hearings Panel by May 26, 2026
  • Company intends to request an extension of the stay of suspension by May 26, 2026

Negative

  • Nasdaq Staff added late 2025 Form 20-F filing as a delisting basis
  • Existing deficiencies in $2.5 million stockholders’ equity and $1 minimum bid price
  • Risk of suspension and delisting from The Nasdaq Capital Market remains
  • No assurance of extended stay or continued listing from the Panel

News Market Reaction – XTLB

-5.18%
7 alerts
-5.18% Session close to close
+2.3% Peak Tracked
-31.2% Trough Tracked
$6.25M Market Cap
9.59K Volume

In the May 26 session, XTLB declined 5.18%, reflecting a notable negative market reaction. Argus tracked a peak move of +2.3% during that session. Argus tracked a trough of -31.2% from its starting point during tracking. Our momentum scanner triggered 7 alerts that day, indicating moderate trading interest and price volatility.

Data tracked by StockTitan Argus on the day of publication.

Market Context

The stock moved -5.2% in the session following this news. A negative reaction despite prior conditio...
Analysis

The stock moved -5.2% in the session following this news. A negative reaction despite prior conditional listing relief would fit the pattern of investors focusing on cumulative Nasdaq risks. The new deficiency around the late 2025 Form 20‑F adds to existing equity and bid-price issues already before a Panel. Past notices of equity shortfalls and delisting concerns have sometimes led to sizable declines, so further weakness could reflect concern that Panel relief and transaction-driven remedies may not fully resolve listing uncertainty.

Key Figures

Form 20-F year: 2025 Listing Rule 5250(c)(1): 5250(c)(1) Equity requirement: $2.5 million +5 more
8 metrics
Form 20-F year 2025 Annual Report on Form 20-F for year ended December 31, 2025 not yet filed
Listing Rule 5250(c)(1) 5250(c)(1) Requires timely filing of all periodic financial reports with the SEC
Equity requirement $2.5 million Minimum stockholders’ equity under Nasdaq Listing Rule 5550(b)(1)
Minimum bid price $1 Nasdaq Listing Rule 5550(a)(2) minimum closing bid price requirement
Panel submission deadline May 26, 2026 Deadline to present views and request extended stay of suspension
Staff letter date May 18, 2026 Date of Nasdaq Staff delist determination letter
Stay request window 7 days Time allowed to request stay of suspension until May 26, 2026
Price change -3.11% Move ahead of publication relative to prior close

Historical Context

5 past events · Latest: Apr 29 (Positive)
Pattern 5 events
Date Event Sentiment 24h Move Catalyst
Apr 29 Acquisition announcement Positive +54.8% Agreed all-stock acquisition of Psyga Bio with substantial new pipeline assets.
Mar 20 ADS ratio change Neutral -1.2% One-for-four reverse ADS split via ratio change to support bid price.
Feb 27 Delist determination Negative +0.3% Nasdaq staff deemed company a public shell and cited listing deficiencies.
Jan 29 Strategic update Positive +1.7% Planned NeuroNOS acquisition and private placement to address equity deficit.
Jan 23 Equity deficiency Negative -10.1% Nasdaq notice of $47,000 equity deficit vs $2.5M minimum requirement.

24h Move is the share-price change in the day after each event; other market factors may also have contributed.

Pattern Detected

News around Nasdaq compliance and capital structure has been frequent; most such updates led to price moves broadly consistent with the tone, with one notable divergence on a prior delisting notice.

Recent Company History

Over the last six months, XTLB’s news flow has centered on Nasdaq compliance and strategic transactions. An April 29, 2026 Psyga Bio acquisition announcement saw a strong +54.78% reaction. Multiple 2026 items detailed equity deficits, minimum bid price issues, and a public-shell delisting determination, with reactions ranging from -10.08% to modest gains. Today’s additional delisting basis (late Form 20‑F for 2025) extends this pattern of listing risk, against a backdrop of transactions aimed at restoring compliance.

Key Terms

form 20-f, listing rule 5250(c)(1), listing rule 5550(a)(2), nasdaq hearings panel, +1 more
5 terms
form 20-f regulatory
"has not yet filed its Annual Report on Form 20-F for the year ended"
Form 20-F is the standardized annual disclosure that non-U.S. companies must file with the U.S. securities regulator when their shares are traded in the U.S.; it contains audited financial statements, a plain-language description of the business, management discussion, governance details and key risk factors. It matters to investors because it provides a consistent, comparable company “report card” and rulebook, helping buyers assess financial health, governance and risks before investing.
listing rule 5250(c)(1) regulatory
"it no longer complies with Nasdaq’s Listing Rule Listing Rule 5250(c)(1)"
A Nasdaq listing standard that requires companies traded on the exchange to file their regular financial reports with the U.S. Securities and Exchange Commission on time, such as annual and quarterly reports, and to notify Nasdaq if filings are late. It matters to investors because these filings provide the routine, reliable information needed to judge a company’s health; missing them can trigger warnings, trading suspension, or removal from the exchange, which can sharply affect liquidity and share value — like a business losing its operating license for failing inspections.
listing rule 5550(a)(2) regulatory
"minimum $2.5 million stockholders’ equity and minimum $1 bid price requirements, as set forth under Listing Rules 5550(b)(1) and 5550(a)(2)"
Listing Rule 5550(a)(2) is a Nasdaq listing standard that sets a minimum share-price requirement for securities to be listed or to remain listed on the Nasdaq Capital Market. It matters to investors because falling below that minimum can trigger delisting reviews or increased volatility, much like a safety bar on a ride — if a stock can’t meet the height requirement, it risks being removed from the exchange, which can reduce liquidity and access for buyers and sellers.
nasdaq hearings panel regulatory
"the Nasdaq Hearings Panel (the “Panel”) will consider this matter in its decision"
A Nasdaq hearings panel is a group of experts that reviews cases when a company's stock listing is at risk of being removed from the exchange. They evaluate whether the company has met certain standards and determine if it can keep trading on Nasdaq. This process matters to investors because it can affect a company's ability to raise money and maintain credibility in the market.
nasdaq capital market regulatory
"continued listing on The Nasdaq Capital Market. In that regard, the Company may"
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.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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RAMAT GAN, ISRAEL, May 22, 2026 (GLOBE NEWSWIRE) -- XTL Biopharmaceuticals Ltd. (Nasdaq:XTLB) (TASE:XTLB.TA) (the “Company” or “XTL”), announced today that it has received a letter (the “Letter”) from The Listing Qualifications Department (the “Staff”) of The Nasdaq Stock Market LLC (“Nasdaq”), dated May 18, 2026, notifying the Company that since the Company has not yet filed its Annual Report on Form 20-F for the year ended December 31, 2025, it no longer complies with Nasdaq’s Listing Rule Listing Rule 5250(c)(1) which requires companies to timely file all required periodic financial reports with the SEC.

Nasdaq informed the Company that this matter serves as an additional basis for delisting the Company’s securities from Nasdaq and that the Nasdaq Hearings Panel (the “Panel”) will consider this matter in its decision regarding the Company’s continued listing on The Nasdaq Capital Market. In that regard, the Company may present its views with respect to this additional deficiency to the Panel in writing no later than May 26, 2026. In addition, since, as previously disclosed by the Company, the Company is already before a Panel for its failure to comply with the minimum $2.5 million stockholders’ equity and minimum $1 bid price requirements, as set forth under Listing Rules 5550(b)(1) and 5550(a)(2), respectively, the Company will have seven days, or until May 26, 2026, to request a stay of the suspension of its securities from The Nasdaq Capital Market, pending a Panel decision. A Panel will review the request for an extended stay and notify the Company of its conclusion as soon as is practicable but, in any event, no later than 15 calendar days following the deadline to request a further stay.

The Company intends to request to extend the stay of the suspension of its securities from The Nasdaq Capital Market by May 26, 2026. There can be no assurance that the Panel will accept the Company’s view on this matter grant the extended stay or grant the Company’s request for continued listing. 

About XTL Biopharmaceuticals Ltd.

XTL is an IP Portfolio company that holds an IP portfolio including hCDR1 for Lupus (SLE) and Sjögren's Syndrome (SS) that the company sublicenses. The company actively pursues strategic collaborations and acquisitions to expand its therapeutic portfolio into high-value disease areas.

XTL is traded on the Nasdaq Capital Market (NASDAQ: XTLB) and the Tel Aviv Stock Exchange (TASE: XTLB.TA).

Cautionary Note Regarding Forward-Looking Statements

This communication 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. Any statements contained in this communication that are not statements of historical fact may be deemed forward-looking statements. Words such as “continue,” “will,” “may,” “could,” “should,” “expect,” “expected,” “plans,” “intend,” “anticipate,” “believe,” “estimate,” “predict,” “potential,” and similar expressions are intended to identify such forward-looking statements. All forward-looking statements involve significant risks and uncertainties that could cause actual results to differ materially from those expressed or implied in the forward-looking statements, many of which are generally outside the control of the Company and are difficult to predict. Examples of such risks and uncertainties include, but are not limited to (i) the Company’s ability to successfully manage and integrate any joint ventures, acquisitions of businesses, solutions or technologies; (ii) unanticipated operating costs, transaction costs and actual or contingent liabilities; (iii) the ability to attract and retain qualified employees and key personnel; (iv) adverse effects of increased competition on the Company’s future business; (v) the risk that changes in consumer behavior could adversely affect the Company’s business; (vi) the Company’s ability to protect its intellectual property; (vii) the Company’s ability to successfully consummate the acquisition of outstanding shares of  PsygaBio Ltd., and, if consummated, to successfully manage and integrate Psyga; and (viii) local, industry and general business and economic conditions. Additional factors that could cause actual results to differ materially from those expressed or implied in the forward-looking statements can be found in the most recent registration statement on Form F-1 and current reports on Form 6-K filed by the Company with the Securities and Exchange Commission. The Company anticipates that subsequent events and developments may cause its plans, intentions and expectations to change. The Company assumes no obligation, and it specifically disclaims any intention or obligation, to update any forward-looking statements, whether as a result of new information, future events or otherwise, except as expressly required by law. Forward-looking statements speak only as of the date they are made and should not be relied upon as representing the Company’s plans and expectations as of any subsequent date.

For further information, please contact:

Investor Relations, XTL Biopharmaceuticals Ltd.
Tel: +972 3 611 6666
Email: info@xtlbio.com
www.xtlbio.com


FAQ

Why did XTLB receive a Nasdaq Staff delist determination on May 18, 2026?

XTLB received the determination because it has not yet filed its 2025 Form 20-F, violating Nasdaq Listing Rule 5250(c)(1). According to XTL, Nasdaq views this late filing as an additional basis for delisting the company’s securities from The Nasdaq Capital Market.

What Nasdaq listing deficiencies currently affect XTLB stock?

XTLB faces three main Nasdaq deficiencies: late filing of its 2025 Form 20-F, stockholders’ equity below $2.5 million, and failure to meet the $1 minimum bid price. According to XTL, all these issues are before a Nasdaq Hearings Panel.

What deadlines does XTLB face with Nasdaq on the delisting process?

XTLB must present its views on the additional deficiency and request a stay extension by May 26, 2026. According to XTL, the Panel will decide on an extended stay within 15 calendar days after that deadline and then rule on continued listing.

Can XTLB avoid suspension and delisting from The Nasdaq Capital Market?

Avoiding suspension and delisting depends on the Nasdaq Hearings Panel’s decisions. According to XTL, the company intends to request an extended stay and continued listing, but there is no assurance the Panel will grant these requests.

What does the Nasdaq Hearings Panel review mean for XTLB shareholders?

The Nasdaq Hearings Panel review means XTLB’s listing status is uncertain and under formal examination. According to XTL, the Panel will evaluate the late filing, equity shortfall, and bid-price deficiency before deciding whether the stock can remain on The Nasdaq Capital Market.

How long will Nasdaq’s extended stay decision on XTLB take?

Nasdaq will decide on any extended stay within 15 calendar days after May 26, 2026. According to XTL, this review period applies once the company submits its request to continue the stay of suspension on The Nasdaq Capital Market.