Adaptimmune (NASDAQ: ADAP) faces Dec. 1 deadline to fix bid price

Rhea-AI Filing Summary

Adaptimmune Therapeutics plc received a written notice from a Nasdaq Hearings Panel on September 22, 2025 granting extra time to fix its share price listing issue. The Panel gave the company until December 1, 2025 to regain compliance with Nasdaq’s minimum bid price requirement of $1.00 per share under Listing Rule 5550(a)(2), often called the Bid Price Rule.

If Adaptimmune does not meet this minimum bid price by December 1, 2025, its American Depositary Shares will be delisted from The Nasdaq Capital Market, which could reduce trading liquidity and market visibility for shareholders.

Positive

• None.

Negative

• Heightened listing risk: Nasdaq has set a December 1, 2025 deadline to regain the $1.00 minimum bid price, with delisting of the ADSs from The Nasdaq Capital Market if compliance is not achieved.

Insights

Equity market structure analyst

Nasdaq grants Adaptimmune a short window to fix bid price.

Adaptimmune Therapeutics plc has received an exception period from a Nasdaq Hearings Panel to regain compliance with Listing Rule 5550(a)(2), which requires a minimum bid price of $1.00 per share. The company now has until December 1, 2025 to get its American Depositary Shares back above the threshold.

This situation highlights an elevated listing risk. If the company does not satisfy the bid price rule by the deadline, the ADSs will be delisted from The Nasdaq Capital Market, which may affect liquidity and investor access. The outcome depends on whether the share price meets or exceeds the minimum bid price during the exception period.

The key milestone is the December 1, 2025 deadline set by the Panel. Subsequent company communications and required SEC filings will show whether Adaptimmune has achieved compliance or faces transfer of trading to another venue following any delisting.

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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

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FORM 8-K

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Current Report

Pursuant to Section 13 or 15(d) of

the Securities Exchange Act of 1934

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Date of Report (Date of earliest event reported): September 22, 2025

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ADAPTIMMUNE THERAPEUTICS PLC

(Exact name of registrant as specified in its charter)

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England and Wales	​	1-37368	​	Not Applicable
(State or other jurisdiction of incorporation)	​	(Commission File Number)	​	(IRS Employer Identification No.)

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60 Jubilee Avenue, Milton Park

Abingdon, Oxfordshire OX14 4RX

United Kingdom

(Address of principal executive offices, including zip code)

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(44) 1235 430000

(Registrant’s telephone number, including area code)

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Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

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☐Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

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☐Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

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☐Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

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☐Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class	​	Trading Symbol	​	Name of each exchange on which registered
American Depositary Shares, each representing 6 Ordinary Shares, par value £0.001 per share	​	ADAP	​	The Nasdaq Capital Market

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Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

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Emerging growth company ☐

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If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.☐

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Item 3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing.

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On September 22, 2025, Adaptimmune Therapeutics plc (the “Company”) received a written notice from the Nasdaq Hearings Panel (the “Panel”) confirming that the Company has been granted an exception period to regain compliance with Nasdaq Listing Rule 5550(a)(2), which requires a minimum bid price of $1.00 per share (the “Bid Price Rule”).

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The Company has until December 1, 2025 to regain compliance with the Bid Price Rule. Failure to regain compliance by December 1, 2025 will result in the delisting of the Company’s American Depositary Shares from The Nasdaq Capital Market.

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Forward-Looking Statements

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This Current Report on Form 8-K contains “forward-looking statements” within the meaning of the safe harbor provisions of Section 27A of the Securities Act and Section 21E of the Securities Exchange Act of 1934, as amended. Forward-looking statements are statements that are not historical facts and can be identified by words such as “believe,” “may,” “will,” “estimate,” “continue,” “anticipate,” “intend,” “expect,” or the negative of these terms, or other comparable terminology. These statements are based on our current expectations, estimates, and projections about our business and industry, management’s beliefs, and certain assumptions made by us, all of which are subject to change. Forward-looking statements involve known and unknown risks, uncertainties, and other factors that may cause our actual results, performance, or achievements to differ materially from those expressed or implied by the forward-looking statements. For a further description of the risks and uncertainties that could cause our actual results to differ materially from those expressed in these forward-looking statements, as well as risks relating to our business in general, we refer you to the risks described under the heading “Risk Factors” in our Annual Report on Form 10-K for the year ended December 31, 2024, our Quarterly Reports on Form 10-Q, Current Reports on Form 8-K, and other filings with the Securities and Exchange Commission. The forward-looking statements contained in this current report on Form 8-K speak only as of the date the statements were made and the Company does not undertake any obligation to update such forward-looking statements to reflect subsequent events or circumstances.

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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned, hereunto duly authorized.

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​	ADAPTIMMUNE THERAPEUTICS PLC
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Date:September 26, 2025	By:	/s/ Margaret Henry
​	​	Name:	Margaret Henry
​	​	Title:	Corporate Secretary

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FAQ

What did Nasdaq communicate to Adaptimmune Therapeutics (ADAP)?

On September 22, 2025, Adaptimmune Therapeutics plc received a written notice from a Nasdaq Hearings Panel granting an exception period to regain compliance with the minimum bid price requirement under Listing Rule 5550(a)(2).

What is the key Nasdaq listing rule affecting Adaptimmune (ADAP)?

Adaptimmune is addressing Nasdaq Listing Rule 5550(a)(2), which requires a minimum bid price of $1.00 per share for continued listing on The Nasdaq Capital Market.

How long does Adaptimmune (ADAP) have to regain Nasdaq bid price compliance?

The company has until December 1, 2025 to regain compliance with the Nasdaq minimum bid price rule, according to the notice from the Nasdaq Hearings Panel.

What happens if Adaptimmune (ADAP) does not meet the $1.00 bid price by the deadline?

If Adaptimmune fails to regain compliance with the $1.00 per share minimum bid price by December 1, 2025, its American Depositary Shares will be delisted from The Nasdaq Capital Market.

Which securities of Adaptimmune (ADAP) are affected by the Nasdaq notice?

The notice specifically concerns American Depositary Shares of Adaptimmune Therapeutics plc, each representing 6 ordinary shares, which are listed on The Nasdaq Capital Market under the symbol ADAP.

Does Adaptimmune make any forward-looking statements in this update?

Yes. Adaptimmune includes a forward-looking statements section noting that statements not based on historical facts involve risks and uncertainties, and refers investors to the “Risk Factors” in its Annual Report on Form 10-K for the year ended December 31, 2024 and other SEC filings.