STOCK TITAN

Adial Pharmaceuticals (ADIL) regains Nasdaq compliance, highlights AD04 Phase 3 path

Filing Impact
(High)
Filing Sentiment
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

Adial Pharmaceuticals announced that it has regained full compliance with Nasdaq’s minimum bid price requirement. Nasdaq confirmed that for 10 consecutive business days, from February 6 through February 20, 2026, Adial’s common stock closed at $1.00 per share or higher, and the compliance matter is now closed.

The company highlights this as an important milestone as it advances its lead drug candidate AD04 toward a pivotal Phase 3 program for Alcohol Use Disorder and continues advanced strategic partnering discussions to support further development and potential commercialization.

Positive

  • None.

Negative

  • None.

Insights

Adial resolves Nasdaq bid-price issue while emphasizing AD04 Phase 3 plans.

Adial Pharmaceuticals has restored compliance with Nasdaq’s $1.00 minimum bid price rule after its stock traded at or above that level for 10 consecutive business days through February 20, 2026. This removes an immediate risk to its Nasdaq listing status.

The company links this milestone to progress on AD04, its lead Alcohol Use Disorder candidate, noting refined clinical strategy, stronger regulatory alignment, manufacturing readiness, and ongoing advanced partnering discussions that could support Phase 3 development and potential commercialization.

Future company updates on AD04’s pivotal Phase 3 program and any formalized strategic partnerships, as referenced in the communication, will further clarify the development pathway and funding support for this asset.

false 0001513525 0001513525 2026-02-23 2026-02-23 iso4217:USD xbrli:shares iso4217:USD xbrli:shares

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

 

FORM 8-K

 

CURRENT REPORT

 

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

 

Date of Report (date of earliest event reported): February 23, 2026

 

Adial Pharmaceuticals, Inc.

(Exact name of registrant as specified in charter)

 

Delaware

(State or other jurisdiction of incorporation)

 

001-38323   82-3074668
(Commission File Number)   (IRS Employer Identification No.)

 

4870 Sadler Road, Ste 300

Glen Allen, VA 23060

(Address of principal executive offices and zip code)

 

(804) 487-8196

(Registrant’s telephone number including area code)

 

 

(Former Name and Former Address)

 

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

 

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
   
Soliciting material pursuant to Rule 14a-12(b) under the Exchange Act (17 CFR 240.14a-12)
   
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
   
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 Symbols   Name of each exchange on which registered
Common Stock   ADIL  

The Nasdaq Stock Market LLC

((Nasdaq Capital Market)

 

Indicate by check mark whether the registrant is an emerging growth company as defined in 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).

 

Emerging growth company

 

If an emerging growth company, indicate by checkmark 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. ☐

 

 

 

 

 

 

Item 8.01. Other Events.

 

On February 23, 2026, Adial Pharmaceuticals, Inc. (the “Company”) received a notice (the “Notification Letter”) from the Listing Qualifications Department (the “Staff”) of The Nasdaq Stock Market LLC (“Nasdaq”) notifying the Company that the Staff has determined that for the last 10 consecutive business days, from February 6, 2026 through February 20, 2026, the closing bid price of the Company’s common stock has been at $1.00 per share or greater. Accordingly, the Staff has determined that the Company has regained compliance with Listing Rule 5550(a)(2) and has indicated that the matter is now closed.

 

On February 24, 2026, the Company issued a press release announcing that the Company received the Notification Letter and regained compliance with Nasdaq’s minimum bid price requirement. A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.

 

Item 9.01 Financial Statements and Exhibits.

 

(d) Exhibits

 

The following exhibits are furnished with this Current Report on Form 8-K:

 

Exhibit
Number
  Exhibit Description
     
99.1   Press Release issued by Adial Pharmaceuticals, Inc.
104   Cover Page Interactive Data File (the cover page XBRL tags are embedded within in the inline XBRL document)

 

1

 

 

SIGNATURES

 

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

 

Dated: February 24, 2026

  ADIAL PHARMACEUTICALS, INC.
   
  By: /s/ Cary J. Claiborne
  Name: Cary J. Claiborne
  Title: President and Chief Executive Officer

 

 

2

 

 

Exhibit 99.1

 

 

Adial Pharmaceuticals Regains Full Compliance with Nasdaq Listing Requirement

 

Company Highlights Advanced Partnering Discussions as AD04 Advances Toward Phase 3

 

GLEN ALLEN, Va., February 24, 2026 — Adial Pharmaceuticals, Inc. (NASDAQ: ADIL) (“Adial” or the “Company”), a clinical-stage biopharmaceutical company focused on developing therapies for the treatment and prevention of addiction and related disorders, today announced that it received notice from Nasdaq on February 23, 2026, that the Company has regained compliance with the minimum bid price requirement set forth in Nasdaq Listing Rule 5550(a)(2). Nasdaq determined that for the last 10 consecutive business days, from February 6 through February 20, 2026, the closing bid price of the Company’s common stock has been at $1.00 per share or greater.

 

The Company has now successfully resolved its Nasdaq compliance issue and Nasdaq has advised that the matter is now closed.

 

Cary Claiborne, President and Chief Executive Officer of Adial, commented, “Regaining compliance represents an important milestone as we advance AD04 toward the pivotal Phase 3 program. Over the past several quarters, we have refined our clinical strategy, strengthened regulatory alignment, enhanced manufacturing readiness, and expanded our partnering efforts. We are currently engaged in advanced strategic partnering discussions that we believe could support the next phase of AD04’s development and future commercialization in key markets. We look forward to providing additional updates in the near term.”

 

About Adial Pharmaceuticals, Inc.

 

Adial Pharmaceuticals is a clinical-stage biopharmaceutical company focused on the development of treatments for addictions and related disorders. The Company’s lead investigational new drug product, AD04, is a genetically targeted, serotonin-3 receptor antagonist, therapeutic agent for the treatment of Alcohol Use Disorder (AUD) in heavy drinking patients. Adial is currently planning to conduct a new Phase 3 clinical trial program for the treatment of AUD in subjects with certain target genotypes identified using the Company’s proprietary diagnostic genetic test. The Company’s recent ONWARD Phase 3 clinical trial showed promising results in reducing drinking in heavy drinking patients, with no overt safety or tolerability concerns. AD04 is also believed to have the potential to treat other addictive disorders such as Opioid Use Disorder, gambling, and obesity. Additional information is available at www.adial.com.

 

Forward-Looking Statements

 

This communication contains certain “forward-looking statements” within the meaning of the U.S. federal securities laws. Such statements are based upon various facts and derived utilizing numerous important assumptions and are subject to known and unknown risks, uncertainties and other factors that may cause actual results, performance or achievements to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements. Statements preceded by, followed by or that otherwise include the words “believes,” “expects,” “anticipates,” “intends,” “projects,” “estimates,” “plans” and similar expressions or future or conditional verbs such as “will,” “should,” “would,” “may” and “could” are generally forward-looking in nature and not historical facts, although not all forward-looking statements include the foregoing. The forward-looking statements include statements regarding advancing AD04 toward the pivotal Phase 3 program, engaging in advanced strategic partnering discussions that could support the next phase of AD04’s development and future commercialization in key markets, providing additional updates in the near term and the potential of AD04 to treat other addictive disorders such as Opioid Use Disorder, gambling, and obesity. Any forward-looking statements included herein reflect our current views, and they involve certain risks and uncertainties, including, among others, our ability to pursue our regulatory strategy, our ability to advance ongoing partnering discussions, our ability to obtain regulatory approvals for commercialization of product candidates or to comply with ongoing regulatory requirements, our ability to develop strategic partnership opportunities and maintain collaborations, our ability to obtain or maintain the capital or grants necessary to fund our research and development activities, our ability to complete clinical trials on time and achieve desired results and benefits as expected, regulatory limitations relating to our ability to promote or commercialize our product candidates for specific indications, acceptance of our product candidates in the marketplace and the successful development, marketing or sale of our products, our ability to maintain our license agreements, the continued maintenance and growth of our patent estate and our ability to retain our key employees or maintain our Nasdaq listing. These risks should not be construed as exhaustive and should be read together with the other cautionary statement included in our Annual Report on Form 10-K for the year ended December 31, 2024, subsequent Quarterly Reports on Form 10-Q and current reports on Form 8-K filed with the Securities and Exchange Commission. Any forward-looking statement speaks only as of the date on which it was initially made. We undertake no obligation to publicly update or revise any forward-looking statement, whether as a result of new information, future events, changed circumstances or otherwise, unless required by law.

 

Contact:

 

Crescendo Communications, LLC

David Waldman / Alexandra Schilt

Tel: 212-671-1020

Email: adil@crescendo-ir.com

 

FAQ

What Nasdaq requirement did Adial Pharmaceuticals (ADIL) regain compliance with?

Adial Pharmaceuticals regained compliance with Nasdaq’s minimum bid price requirement, which requires a closing bid of at least $1.00 per share. Nasdaq confirmed Adial met this for 10 consecutive business days, from February 6 through February 20, 2026, and closed the compliance matter.

When did Adial Pharmaceuticals (ADIL) receive Nasdaq’s compliance notification?

Adial received Nasdaq’s notification of regained compliance on February 23, 2026. The notice confirmed its common stock closed at or above $1.00 per share for 10 straight business days, formally resolving the prior bid-price deficiency under Nasdaq Listing Rule 5550(a)(2).

How long did Adial’s stock remain at or above Nasdaq’s minimum bid price?

Adial’s stock maintained a closing bid price of at least $1.00 per share for 10 consecutive business days. This period ran from February 6 through February 20, 2026, enabling the company to regain compliance with Nasdaq Listing Rule 5550(a)(2) governing minimum bid price standards.

What is AD04, Adial Pharmaceuticals’ lead drug candidate mentioned in the filing?

AD04 is Adial’s lead investigational drug for Alcohol Use Disorder in heavy drinking patients with certain target genotypes. It is a genetically targeted serotonin-3 receptor antagonist, supported by prior ONWARD Phase 3 data showing promising reductions in drinking without overt safety or tolerability concerns.

What development plans did Adial (ADIL) outline for AD04 following Nasdaq compliance?

Adial plans a new pivotal Phase 3 clinical program for AD04 in Alcohol Use Disorder patients with specific genotypes. The company also highlights advanced strategic partnering discussions that it believes could support the next development phase and potential commercialization of AD04 in key markets.

What additional indications might AD04 potentially address according to Adial Pharmaceuticals?

Adial states that AD04 may have potential to treat other addictive disorders beyond Alcohol Use Disorder. The communication specifically mentions possible applications in Opioid Use Disorder, gambling, and obesity, expanding the theoretical scope for this serotonin-3 receptor antagonist therapy under investigation.

Where can investors find the full Adial Pharmaceuticals press release about Nasdaq compliance?

The full press release is furnished as Exhibit 99.1 to Adial Pharmaceuticals’ current report. It details Nasdaq’s notice of regained bid-price compliance, AD04’s development plans, and ongoing partnering efforts, and is incorporated by reference in the company’s public disclosure materials.

Filing Exhibits & Attachments

5 documents
Adial Pharmaceuticals Inc

NASDAQ:ADIL

ADIL Rankings

ADIL Latest News

ADIL Latest SEC Filings

ADIL Stock Data

2.59M
1.09M
Biotechnology
Pharmaceutical Preparations
Link
United States
CHARLOTTESVILLE