Barinthus Biotherapeutics to delist U.S. ADSs

Barinthus Biotherapeutics plc (BRNS) filed a Form 25 to remove its American Depositary Shares from listing and registration under Section 12(b) of the Securities Exchange Act of 1934.

Rhea-AI Filing Summary

Barinthus Biotherapeutics plc (BRNS) filed a Form 25 to remove its American Depositary Shares from listing and registration under Section 12(b) of the Securities Exchange Act of 1934. The company states it has complied with the rules of its exchange and the requirements of 17 CFR 240.12d2-2(c) for a voluntary withdrawal.

Filing Explained

The filing starts a voluntary ADS delisting process, but completion and holder treatment remain unstated.

On September 9, 2026, Barinthus Biotherapeutics filed Form 25 certifying compliance with exchange rules and federal requirements for the voluntary withdrawal of its American Depositary Shares from listing and registration. The filing is a notification and certification, not evidence that the removal has already taken effect; the immediate disclosed change is to the ADS listing and registration process.

The document states no ADS-holder treatment, conversion, or cancellation terms, so it does not establish the mechanics by which holders would be affected.

Key Figures

Form type: Form 25 Relevant rule citation: 17 CFR 240.12d2-2(c) Exchange Act section: Section 12(b) +1 more

4 metrics

Form type Form 25 Notification of removal from listing and registration under Section 12(b)

Relevant rule citation 17 CFR 240.12d2-2(c) Rule governing voluntary withdrawal of a class of securities from listing and registration

Exchange Act section Section 12(b) Provision under which the American Depositary Shares are being removed from registration

Signature date September 9, 2026 Date the CEO signed the Form 25 notification

Key Terms

Form 25, Section 12(b), American Depositary Shares, 17 CFR 240.12d2-2(c), +1 more

5 terms

Form 25 regulatory

"FORM 25 NOTIFICATION OF REMOVAL FROM LISTING AND/ REGISTRATION"

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.

Section 12(b) regulatory

"removal from listing and/ registration under Section 12(b) of the Securities"

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.

American Depositary Shares financial

"American Depositary Shares (Description of class of securities)"

American depositary shares (ADSs) are a way for investors in the United States to buy shares of foreign companies without dealing with international markets directly. They represent ownership in a foreign company's stock and are traded on U.S. stock exchanges, making it easier for American investors to buy, sell, and own parts of companies from around the world.

17 CFR 240.12d2-2(c) regulatory

"has complied with the rules of the Exchange and the requirements of 17 CFR 240.12d2-2(c)"

voluntary withdrawal regulatory

"governing the voluntary withdrawal of the class of securities from listing"

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What action is Barinthus Biotherapeutics plc (BRNS) taking in this Form 25?

Barinthus Biotherapeutics plc filed a Form 25 to remove its American Depositary Shares from listing and registration under Section 12(b) of the Securities Exchange Act, indicating a voluntary delisting from its securities exchange.

Which securities of BRNS are affected by this Form 25 filing?

The filing covers the company’s American Depositary Shares, which are being withdrawn from listing and registration under Section 12(b) of the Securities Exchange Act in accordance with 17 CFR 240.12d2-2(c).

Is the delisting of BRNS American Depositary Shares voluntary?

Yes. The company cites 17 CFR 240.12d2-2(c), which governs the voluntary withdrawal of a class of securities from listing and registration, and states it has complied with the exchange’s rules and those regulatory requirements.

What regulatory provisions does BRNS say it complies with in this delisting?

Barinthus Biotherapeutics plc states that it complies with the exchange’s rules and the requirements of 17 CFR 240.12d2-2(c) for voluntary withdrawal from listing and registration under Section 12(b) of the Securities Exchange Act of 1934.

Who signed the BRNS Form 25 and when was it signed?

The Form 25 was signed by William Enright, Chief Executive Officer of Barinthus Biotherapeutics plc, on September 9, 2026, certifying that the company has reasonable grounds to believe it meets all requirements for filing the Form 25.

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

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Available on EDGAR 09/09/2026 - 04:56 PM Accepted by SEC EDGAR 09/09/2026 - 04:55 PM Learn about SEC filing dates

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FORM 25

NOTIFICATION OF REMOVAL FROM LISTING AND/OR

REGISTRATION UNDER SECTION 12(b) OF THE

SECURITIES EXCHANGE ACT OF 1934.

Commission File Number    001-40367                                    

Barinthus Biotherapeutics plc

(Exact name of Issuer as specified in its charter, and name of Exchange where security is listed and/or registered)

20400 Century Boulevard, Suite 210, Germantown, MD 02874, United States of America

(Address, including zip code, and telephone number, including area code, of Issuer’s principal executive offices)

American Depositary Shares

(Description of class of securities)

Please place an X in the box to designate the rule provision relied upon to strike the class of securities from listing and registration:

¨ 17 CFR 240.12d2-2(a)(1)

¨ 17 CFR 240.12d2-2(a)(2)

¨ 17 CFR 240.12d2-2(a)(3)

¨ 17 CFR 240.12d2-2(a)(4)

¨ Pursuant to 17 CFR 240.12d2-2(b), the Exchange has complied with its rules to strike the class of securities from listing and/or withdraw registration on the Exchange. ¹

x Pursuant to 17 CFR 240.12d2-2(c), the Issuer has complied with the rules of the Exchange and the requirements of 17 CFR 240.12d2-2(c) governing the voluntary withdrawal of the class of securities from listing and registration on the Exchange.

¹ Form 25 and attached Notice will be considered compliance with the provisions of 17 CFR 240.19d-1 as applicable. See General Instructions.

SEC 1654 (03-06) Potential persons who are to respond to the collection of information contained in this Form are not required to respond unless the Form displays a currently valid OMB control number.

Pursuant to the requirements of the Securities Exchange Act of 1934, Barinthus Biotherapeutics plc (Name of Issuer or Exchange) certifies that it has reasonable grounds to believe that it meets all of the requirements for filing the Form 25 and has caused this notification to be signed on its behalf by the undersigned duly authorized person.

September 9, 2026	By	/s/ William Enright		Chief Executive Officer
Date		Name		Title