Aprea Therapeutics (APRE) warned by Nasdaq over sub-$1 bid price and delisting risk

Rhea-AI Filing Summary

Aprea Therapeutics, Inc. reported that it received a deficiency letter from Nasdaq because its common stock has closed below the required $1.00 minimum bid price for the last 30 consecutive business days, violating Nasdaq Listing Rule 5550(a)(2). The notice does not immediately affect trading, and the stock will continue to trade on The Nasdaq Capital Market under the symbol APRE.

The company has 180 calendar days, until July 22, 2026, to regain compliance by having a closing bid price of at least $1.00 per share for a minimum of 10 consecutive business days. If it still meets other listing standards, it may qualify for a second 180-day period. If compliance is not regained, the stock could be delisted, although the company would have the right to appeal. Aprea is monitoring its share price and may consider actions such as a reverse stock split, but there is no assurance it will meet the minimum bid price or other Nasdaq rules.

Positive

• None.

Negative

• Nasdaq minimum bid price deficiency and delisting risk: Aprea’s stock has traded below Nasdaq’s $1.00 minimum bid price for 30 consecutive business days, triggering a formal deficiency notice, a 180-day remediation deadline ending July 22, 2026, and potential delisting if compliance is not regained.

Insights

Biotech equity and listing standards analyst

Nasdaq bid-price deficiency introduces delisting risk and potential corporate actions.

Aprea Therapeutics, Inc. has fallen out of compliance with Nasdaq’s $1.00 minimum bid price rule after 30 consecutive business days below that level. Its shares remain listed on The Nasdaq Capital Market under the symbol APRE, but the company is now within a defined remediation window that can influence strategic and capital markets decisions.

The company has until July 22, 2026 to restore its closing bid to at least $1.00 for 10 consecutive business days. It may obtain an additional 180-day period if it satisfies other initial listing standards and the market value of publicly held shares requirement. Failure to regain compliance could lead to delisting, with the option to appeal to a hearings panel.

Aprea states it will monitor its closing bid price and may consider options including a reverse stock split. Any such action, if pursued, would need to be evaluated in later disclosures for details on ratios, timing, and shareholder impacts, as those are not specified in the current disclosure.

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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

January 23, 2026

Date of Report (Date of earliest event reported)

Aprea Therapeutics, Inc.

(Exact name of registrant as specified in its charter)

Delaware	001-39069		84-2246769
(State or other jurisdiction of incorporation)	(Commission File Number)		(IRS Employer Identification No.)
3805 Old Easton Road Doylestown, PA (Address of principal executive offices)		18902 (Zip Code)

Registrant's telephone number, including area code: (215) 948-4119

(Former name or former address, if changed since last report): Not applicable 

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:

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

¨ Soliciting material pursuant to Rule 14a-12 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 Symbol(s)		Name of each exchange on which registered
Common stock, par value $0.001 per share		APRE		The Nasdaq Stock Market LLC

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).

Emerging growth company ¨

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. ¨

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

On January 23, 2026, Aprea Therapeutics, Inc. (the “Company”) received a deficiency letter from the Nasdaq Listing Qualifications Department (the “Staff”) of The Nasdaq Stock Market LLC (“Nasdaq”) notifying the Company that, for the last 30 consecutive business days, the closing bid price for the Company’s common stock has been below the minimum $1.00 per share required for continued listing on The Nasdaq Capital Market pursuant to Nasdaq Listing Rule 5550(a)(2) (the “Minimum Bid Price Requirement”).

The Nasdaq deficiency letter has no immediate effect on the listing of the Company’s common stock, and its common stock will continue to trade on The Nasdaq Capital Market under the symbol “APRE” at this time.

In accordance with Nasdaq Listing Rule 5810(c)(3)(A) the Company has been provided a compliance period of 180 calendar days, or until July 22, 2026, in which to regain compliance with the minimum bid price requirement. If the Company evidences a closing bid price of at least $1.00 per share for a minimum of 10 consecutive business days during the 180-day compliance period, the Staff will provide the Company with written confirmation that is has regained compliance. In the event the Company does not regain compliance with the $1.00 bid price requirement by July 22, 2026, the Company may be eligible for consideration of a second 180-day compliance period if it meets the continued listing requirement for market value of publicly held shares and all other initial listing standards for Nasdaq’s Capital Market, other than the minimum bid price requirement. In addition, the Company would also be required to notify Nasdaq of its intent to cure the minimum bid price deficiency.

If the Company does not regain compliance with the Minimum Bid Price Requirement by the end of the compliance period (or the second compliance period, if applicable), the Company’s common stock will become subject to delisting. In the event that the Company receives notice that its common stock is being delisted, the Nasdaq listing rules permit the Company to appeal a delisting determination by the Staff to a hearings panel.

The Company intends to monitor the closing bid price of its common stock and may, if appropriate, consider available options to regain compliance with the Minimum Bid Price Requirement, including initiating a reverse stock split. However, there can be no assurance that the Company will be able to regain compliance with the Minimum Bid Price Requirement or will otherwise be in compliance with other Nasdaq Listing Rules.

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.

​	Aprea Therapeutics, Inc.
​	​
Dated: January 23, 2026	By:	/s/ Oren Gilad
​	Name:	Oren Gilad, Ph.D.
​	Title:	President and Chief Executive Officer

FAQ

Why did Aprea Therapeutics (APRE) receive a Nasdaq deficiency notice?

Aprea Therapeutics received a notice from Nasdaq because, for the last 30 consecutive business days, the closing bid price of its common stock was below the required $1.00 per share minimum set by Nasdaq Listing Rule 5550(a)(2).

Is Aprea Therapeutics (APRE) being delisted from Nasdaq now?

No. The Nasdaq deficiency letter has no immediate effect on the listing, and Aprea Therapeutics’ common stock will continue to trade on The Nasdaq Capital Market under the symbol APRE at this time.

How long does Aprea Therapeutics have to regain Nasdaq bid price compliance?

Aprea Therapeutics has 180 calendar days, until July 22, 2026, to regain compliance by achieving a closing bid price of at least $1.00 per share for a minimum of 10 consecutive business days.

Can Aprea Therapeutics get more time beyond July 22, 2026, to meet Nasdaq rules?

If Aprea Therapeutics does not regain the $1.00 bid price by July 22, 2026, it may qualify for a second 180-day compliance period if it meets the continued listing requirement for market value of publicly held shares and all other initial Nasdaq Capital Market listing standards, other than the minimum bid price requirement.

What happens if Aprea Therapeutics still does not meet the Nasdaq minimum bid price?

If Aprea Therapeutics does not regain compliance by the end of the applicable compliance period, its common stock will become subject to delisting from Nasdaq, though the company would be permitted to appeal any delisting determination to a Nasdaq hearings panel.

What steps might Aprea Therapeutics take to regain Nasdaq bid price compliance?

Aprea Therapeutics intends to monitor the closing bid price of its common stock and may consider available options, including initiating a reverse stock split, to help regain compliance with the Nasdaq minimum bid price requirement, although there is no assurance these efforts will succeed.