Nasdaq warns Galmed (NASDAQ: GLMD) on sub-$1 bid, setting July 2026 deadline

Rhea-AI Filing Summary

Galmed Pharmaceuticals Ltd. reported that it has received a notice from Nasdaq stating that its ordinary shares no longer meet the Nasdaq Capital Market’s minimum bid price requirement of $1.00 per share under Listing Rule 5550(a)(2). The company has 180 calendar days, from January 29, 2026 through July 28, 2026, to regain compliance. Galmed will be deemed compliant if its closing bid price is at least $1.00 for a minimum of ten consecutive business days within this period. If it does not regain compliance, it may qualify for an additional grace period if other listing standards are met, or its ordinary shares could ultimately be subject to delisting. The notice does not immediately affect the listing or trading of the shares, which continue on the Nasdaq Capital Market under the symbol GLMD.

Positive

• None.

Negative

• Nasdaq minimum bid price deficiency and delisting risk: Galmed received formal notice that its shares no longer meet Nasdaq’s $1.00 minimum bid price rule and could face delisting if compliance is not regained within the allowed periods.

Insights

Equity markets and listing standards analyst

Nasdaq bid-price deficiency introduces listing risk but with a defined cure window.

Galmed Pharmaceuticals disclosed a Nasdaq notice that its shares are below the $1.00 minimum bid price required by Listing Rule 5550(a)(2). This triggers a formal 180-day compliance period running from January 29, 2026 through July 28, 2026.

The company can regain compliance if its closing bid price is at least $1.00 for ten consecutive business days during this window. If that does not occur, Nasdaq staff may still grant an additional compliance period if Galmed meets all other initial listing standards and provides written notice of its plan to cure.

If compliance is not demonstrated by the end of the applicable period, Nasdaq staff may initiate delisting of the ordinary shares. For now, the notice has no immediate effect; the stock continues to trade on the Nasdaq Capital Market under the symbol GLMD, and future company actions or market movements would determine the outcome.

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 6-K

Report of Foreign Private Issuer Pursuant to Rule 13a-16 or 15d-16

Under the Securities Exchange Act of 1934

For the Month of January 2026

001-36345

(Commission File Number)

GALMED PHARMACEUTICALS LTD.

(Exact name of Registrant as specified in its charter)

c/o Meitar Law Offices Abba Hillel Silver Rd.,

Ramat Gan, 5250608

(Address of principal executive offices)

Indicate by check mark whether the registrant files or will file annual reports under cover Form 20-F or Form 40-F.

Form 20-F ☒ Form 40-F ☐

On January 30, 2026, Galmed Pharmaceuticals Ltd. (the “Company”) issued a press release announcing the receipt of a letter from the Nasdaq Listing Qualifications. A copy of the press release is attached hereto as Exhibit 99.1 and incorporated herein by reference.

The press release attached as Exhibit 99.1 to this Form 6-K is hereby incorporated by reference into the Company’s Registration Statements on Form S-8 (Registration Nos. 333-206292, 333-227441, 333-284163, and 333-290399) and the Company’s Registration Statements on Form F-3 (Registration Nos. 333-272722 and 333-283241).

EXHIBIT INDEX

Exhibit No.		Description
99.1		Press Release, dated January 30, 2026.

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, thereunto duly authorized.

	Galmed Pharmaceuticals Ltd.
Date: January 30, 2026	By:	/s/ Allen Baharaff
		Allen Baharaff
		President and Chief Executive Officer

Exhibit 99.1

Galmed Pharmaceuticals Announces Receipt of Nasdaq Minimum Bid Price Notification

TEL AVIV, Israel, Jan. 30, 2026 /PRNewswire/ —Galmed Pharmaceuticals Ltd. (Nasdaq: GLMD) (“Galmed” or the “Company”), a clinical-stage biopharmaceutical company for liver, cardiometabolic diseases and GI oncological therapeutics, today announced that the Company received a letter from the Nasdaq Listing Qualifications (the “Letter”), indicating that the Company is not in compliance with the minimum bid price requirement for continued listing set forth in Listing Rule 5550(a)(2), which requires listed securities to maintain a minimum bid price of $1.00 per share.

Further, the Nasdaq Listing Rules also provide the Company a compliance period of 180 calendar days to regain compliance. According to the Letter, the Company has from January 29, 2026, or until July 28, 2026, to regain compliance with the minimum bid price requirement. The Company can regain compliance, if at any time during this 180 day period, the closing bid price of its ordinary shares is at least $1 for a minimum of ten consecutive business days, in which case the Company will be provided with a written confirmation of compliance and this matter will be closed. In the event the Company does not regain compliance after the initial 180-day period, the Company may then be eligible for an additional time if it meets the continued listing requirement for market value of publicly held shares and all other initial listing standards for The Nasdaq Capital Market, with the exception of the bid price requirement, and will need to provide written notice of its intention to cure the deficiency during the second compliance period.

If the Company cannot demonstrate compliance by the end of the 180-day period, the Nasdaq’s staff will notify the Company that its ordinary shares are subject to delisting.

The Letter has no immediate effect on the Company’s Nasdaq listing or the trading of its ordinary shares, and during the grace period, as may be extended, Galmed’s ordinary shares will continue to trade on the Nasdaq Capital Market under the symbol “GLMD”.

About Galmed Pharmaceuticals Ltd.

We are a biopharmaceutical company focused on the development of Aramchol. We have focused almost exclusively on developing Aramchol for the treatment of liver diseases, and continue to actively advance Aramchol for the treatment of combination therapy for NASH. We are also seeking to develop Aramchol for certain oncological indications outside of NASH and fibrosis. In addition, as part of our growth strategy, we are actively pursuing opportunities to expand and diversify our product pipeline specifically targeting cardiometabolic indications and other innovative product candidates that align with our core expertise in drug development.

Forward-Looking Statements

Forward-looking statements relate to anticipated or expected events, activities, trends or results as of the date they are made. For example, the Company is using forward-looking statements when it discusses regaining compliance with Nasdaq’s continued listing requirements, and timing and effect thereof. Because forward-looking statements relate to matters that have not yet occurred, these statements are inherently subject to risks and uncertainties that could cause our actual results to differ materially from any future results expressed or implied by the forward-looking statements. Forward-looking statements may include, but are not limited to, statements relating to the potential synergistic effect of Aramchol, Stivarga^® and Metformin as a new fixed-dose combination treatment, the expected timing of clinical trials, future clinical development and creating value for investors and stakeholders. Many factors could cause our actual activities or results to differ materially from the activities and results anticipated in forward-looking statements, including, but not limited to, the development and approval of the use of Aramchol or any other product candidate for indications outside of non-alcoholic steatohepatitis, or NASH, also known as metabolic dysfunction-associated steatohepatitis, or MASH, and fibrosis or in combination therapy; the timing and cost of any pre-clinical or clinical trials of Aramchol or any other product candidate we develop; completion and receiving favorable results of any pre-clinical or clinical trial; regulatory action with respect to Aramchol or any other product candidate by the U.S. Food and Drug Administration, or the FDA, or the European Medicines Authority, or EMA, including but not limited to acceptance of an application for marketing authorization, review and approval of such application, and, if approved, the scope of the approved indication and labeling; the commercial launch and future sales of Aramchol and any future product candidates; our ability to comply with all applicable post-market regulatory requirements for Aramchol, or any other product candidate in the countries in which we seek to market the product; our ability to achieve favorable pricing for Aramchol, or any other product candidate; third-party payor reimbursement for Aramchol, or any other product candidate; our estimates regarding anticipated capital requirements and our needs for additional financing; market adoption of Aramchol or any other product candidate by physicians and patients; the timing, cost or other aspects of the commercial launch of Aramchol or any other product candidate; our ability to obtain and maintain adequate protection of our intellectual property; the possibility that we may face third-party claims of intellectual property infringement; our ability to manufacture our product candidates in commercial quantities, at an adequate quality or at an acceptable cost; our ability to establish adequate sales, marketing and distribution channels; intense competition in our industry, with competitors having substantially greater financial, technological, research and development, regulatory and clinical, manufacturing, marketing and sales, distribution and personnel resources than we do; our expectations regarding licensing, acquisitions and strategic operations; current or future unfavorable economic and market conditions and adverse developments with respect to financial institutions and associated liquidity risk; our ability to maintain the listing of our ordinary shares on The Nasdaq Capital Market; the security, political and economic instability in the Middle East that could harm our business, including due to the current security situation in Israel, risks relating to our digital asset management strategy, including the highly volatile nature of the price of cryptocurrencies and other digital assets, the risk that our share price may be highly correlated to the price of the cryptocurrencies and other digital assets that we may hold, risks related to increased competition in the industries in which we do and will operate, risks relating to significant legal, commercial, regulatory and technical uncertainty regarding cryptocurrencies and other digital assets generally, risks relating to the treatment of crypto assets for U.S. and foreign tax purposes and those risks and uncertainties identified in Exhibit 99.2 to our Report of Foreign Private Issuer on Form 6-K filed with the Securities and Exchange Commission (“SEC”) on August 25, 2025. We believe these forward-looking statements are reasonable; however, these statements are only current predictions and are subject to known and unknown risks, uncertainties and other factors that may cause our or our industry’s actual results, levels of activity, performance or achievements to be materially different from those anticipated by the forward-looking statements. We discuss many of these risks in our Annual Report on Form 20-F for the year ended December 31, 2024, filed with the SEC on April 2, 2025 in greater detail under the heading “Risk Factors.” Given these uncertainties, you should not rely upon forward-looking statements as predictions of future events. All forward-looking statements attributable to us or persons acting on our behalf speak only as of the date hereof and are expressly qualified in their entirety by the cautionary statements included in this report. We undertake no obligations to update or revise forward-looking statements to reflect events or circumstances that arise after the date made or to reflect the occurrence of unanticipated events. In evaluating forward-looking statements, you should consider these risks and uncertainties.

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CONTACT: Galmed Pharmaceuticals Ltd.; investor.relations@galmedpharma.com | +972-3-693-8448

FAQ

What did Galmed Pharmaceuticals (GLMD) announce in this 6-K filing?

Galmed Pharmaceuticals announced it received a Nasdaq notice that its ordinary shares no longer meet the $1.00 minimum bid price requirement, starting a defined compliance period. The filing explains timelines, potential additional grace periods, and the possibility of delisting if compliance is not restored.

What is the Nasdaq minimum bid price issue affecting Galmed Pharmaceuticals (GLMD)?

Nasdaq informed Galmed that its ordinary shares are below the required minimum bid price of $1.00 per share under Listing Rule 5550(a)(2). This places the company in non-compliance with a key continued listing standard for the Nasdaq Capital Market.

How long does Galmed Pharmaceuticals have to regain Nasdaq bid price compliance?

Galmed has 180 calendar days, from January 29, 2026 through July 28, 2026, to regain compliance. It will be deemed compliant if its closing bid price is at least $1.00 per share for a minimum of ten consecutive business days within this period.

What happens if Galmed Pharmaceuticals fails to meet Nasdaq’s minimum bid price by July 28, 2026?

If Galmed does not regain the $1.00 bid price by July 28, 2026, it may still qualify for an additional compliance period if it meets other Nasdaq Capital Market initial listing standards and submits a cure plan. Otherwise, Nasdaq staff may move to delist the ordinary shares.

Does the Nasdaq notice immediately affect trading of Galmed Pharmaceuticals shares?

The Nasdaq notice has no immediate effect on trading or the listing of Galmed’s ordinary shares. During the 180-day compliance period, and any extension if granted, the shares will continue to trade on the Nasdaq Capital Market under the ticker symbol GLMD.

What is Galmed Pharmaceuticals’ core business focus mentioned in the filing?

Galmed is a clinical-stage biopharmaceutical company focused on developing Aramchol for liver diseases, including NASH, and certain oncological indications. It is also pursuing additional cardiometabolic and other innovative drug candidates that align with its expertise in pharmaceutical development.