Iterum Therapeutics (NASDAQ: ITRM) gets Nasdaq bid-price warning letter

Rhea-AI Filing Summary

Iterum Therapeutics plc reported receiving a Nasdaq notice on August 25, 2025 stating that its ordinary shares no longer meet the exchange’s minimum bid price requirement. The company fell out of compliance with Nasdaq Listing Rule 5550(a)(2), which requires a closing bid price of at least $1.00 per share based on the last 30 consecutive business days.

The notice does not immediately remove Iterum’s shares from The Nasdaq Capital Market. The company has 180 calendar days, until February 23, 2026, for its closing bid price to reach at least $1.00 for a minimum of 10 consecutive business days to regain compliance. If it fails to do so, Iterum may qualify for an additional 180-day period if it meets other Nasdaq listing standards and formally indicates how it plans to cure the deficiency, potentially including a reverse share split.

Nasdaq could ultimately move to delist the shares if compliance is not restored, though Iterum could appeal any such decision. The company plans to monitor its share price and consider available options but acknowledges there is no assurance it will regain compliance or avoid delisting.

Positive

• None.

Negative

• Nasdaq bid-price deficiency and delisting risk: Iterum received a Nasdaq notice for failing the $1.00 minimum bid requirement, and explicitly warns there is no assurance it will regain compliance or avoid potential delisting.

Insights

Equity market listing & compliance analyst

Nasdaq bid-price noncompliance raises clear delisting risk for Iterum.

Iterum Therapeutics has been formally notified that it no longer meets Nasdaq’s minimum bid price rule after its shares closed below $1.00 for 30 consecutive business days. The company now faces a defined 180-day window, through February 23, 2026, during which its closing bid must be at least $1.00 for 10 consecutive business days to restore compliance.

If it does not meet this threshold, Nasdaq rules permit a second 180-day period only if Iterum satisfies all other initial listing standards for The Nasdaq Capital Market and informs Nasdaq of its plan to cure, which may include a reverse share split. The text also notes Nasdaq can proceed toward delisting if it believes the deficiency will not be cured, though Iterum would have the right to appeal.

The company states it will actively monitor its share price and consider all options, while explicitly cautioning that there is no assurance it will regain compliance, receive an additional grace period, or prevail in any appeal. For investors, the key milestone is whether the stock can achieve the required 10-day streak at or above $1.00 before or during any extended compliance period described.

8-K Event Classification

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

1 item

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

The company received a delisting notice or transferred its listing to a different exchange.

Understanding 8-K Material Events →

0001659323false00-000000000016593232025-08-252025-08-25

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): August 25, 2025

Iterum Therapeutics plc

(Exact name of Registrant as Specified in Its Charter)

Ireland			001-38503	Not applicable
(State or Other Jurisdiction of Incorporation)			(Commission File Number)	(IRS Employer Identification No.)
25 North Wall Quay
Dublin 1, Ireland				Not applicable
(Address of Principal Executive Offices)				(Zip Code)

Registrant’s Telephone Number, Including Area Code: +353 1 6694820

(Former Name or Former Address, if Changed Since Last Report)

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
Ordinary Shares, par value $0.01 per share		ITRM		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 August 25, 2025, Iterum Therapeutics plc (the “Company”) received a letter (the “Notice”) from the Listing Qualifications Department of The Nasdaq Stock Market, LLC (“Nasdaq”) indicating that, based on the closing bid price for the last 30 consecutive business days, the Company is not in compliance with Nasdaq Listing Rule 5550(a)(2), which requires the Company maintain a minimum bid price of $1.00 per share (the “Bid Price Rule”) for continued listing on The Nasdaq Capital Market. The Notice does not result in the immediate delisting of the Company’s ordinary shares from The Nasdaq Capital Market. Under Nasdaq Listing Rule 5810(c)(3)(A), the Company has a period of 180 calendar days, or until February 23, 2026, to regain compliance with the Bid Price Rule. To regain compliance during this 180-day compliance period, the closing bid price of the Company’s ordinary shares must be at least $1.00 for a minimum of 10 consecutive business days.
 

In the event that the Company does not regain compliance with the Bid Price Rule prior to the expiration of the 180-day compliance period, the Company may be eligible for an additional 180-day compliance period. To qualify, the Company will be required to meet 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 Rule, and will need to provide written notice of its intention to cure the deficiency during the second compliance period, by effecting a reverse share split, if necessary. However, if it appears to Nasdaq that the Company will not be able to cure the deficiency, or if the Company is not otherwise eligible, Nasdaq will provide notice that the Company’s ordinary shares are to be subject to delisting. At that time, the Company may appeal the delisting determination to a hearings panel pursuant to the procedures set forth in the applicable Nasdaq Listing Rules. However, there can be no assurance that, if the Company does appeal any delisting determination by Nasdaq to the panel, that such appeal would be successful.
 

The Company intends to actively monitor the closing bid price of its ordinary shares and, as appropriate, will consider all available options to resolve the deficiency and regain compliance with the Bid Price Rule. However, there can be no assurance that the
Company will be able to regain compliance with the Bid Price Rule during the 180-day compliance period, secure an additional 180-
day compliance period, maintain compliance with the other Nasdaq listing requirements or be successful in appealing any delisting
determination.

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.

			Iterum Therapeutics plc
Date:	August 28, 2025	By:	/s/ Corey N. Fishman
			Corey N. Fishman Chief Executive Officer

FAQ

What did Iterum Therapeutics (ITRM) disclose about its Nasdaq listing status?

Iterum Therapeutics disclosed that it received a letter from Nasdaq on August 25, 2025 stating it is not in compliance with Nasdaq Listing Rule 5550(a)(2), which requires a minimum bid price of $1.00 per share based on the closing bid price for the last 30 consecutive business days.

Is Iterum Therapeutics (ITRM) being immediately delisted from Nasdaq?

No. The notice does not result in the immediate delisting of Iterum’s ordinary shares from The Nasdaq Capital Market. The company has a compliance period to remedy the minimum bid price deficiency before any delisting procedures would proceed.

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

Under Nasdaq Listing Rule 5810(c)(3)(A), Iterum has 180 calendar days, until February 23, 2026, to regain compliance. During this period, its closing bid price must be at least $1.00 for a minimum of 10 consecutive business days.

Can Iterum Therapeutics receive more time beyond the initial 180-day compliance period?

Yes, if Iterum does not regain compliance within the first 180 days, it may be eligible for an additional 180-day period. To qualify, it must meet all other initial listing standards for The Nasdaq Capital Market, other than the bid price rule, and provide written notice of its intention to cure the deficiency, potentially by effecting a reverse share split.

What happens if Iterum Therapeutics still fails to meet the Nasdaq bid-price rule?

If Nasdaq determines that Iterum will not be able to cure the deficiency, or if it is not otherwise eligible for an additional compliance period, Nasdaq may notify the company that its ordinary shares are subject to delisting. Iterum could then appeal the delisting determination to a Nasdaq hearings panel, although it notes there is no assurance any appeal would be successful.

How does Iterum Therapeutics plan to address the Nasdaq bid-price deficiency?

Iterum states that it intends to actively monitor the closing bid price of its ordinary shares and will consider all available options to resolve the deficiency and regain compliance with the bid price rule, while emphasizing that there is no assurance it will regain compliance, secure additional time, or maintain its Nasdaq listing.