STOCK TITAN

Jasper Therapeutics (NASDAQ: JSPR) on clock after Nasdaq equity warning

(Moderate)
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

Jasper Therapeutics, Inc. (JSPR) reports that on August 21, 2026 it received a Nasdaq notice that, based on stockholders’ equity reported in its June 30, 2026 Form 10-Q, it no longer meets the $2,500,000 minimum stockholders’ equity requirement for listing on The Nasdaq Capital Market under Rule 5550(b)(1).

The notice has no immediate effect on trading while Jasper remains in compliance with other continued listing standards. The company has 45 days, until October 5, 2026, to submit a compliance plan and may receive up to 180 days from August 21, 2026 to regain compliance if Nasdaq accepts the plan. Jasper currently anticipates seeking stockholder approval to convert outstanding Non-Voting Convertible Preferred Stock at a special stockholder meeting as part of regaining compliance, but states there is no assurance that approvals will be obtained, that Nasdaq will accept its plan, or that it will ultimately maintain its Nasdaq listing.

Positive

  • None.

Negative

  • Nasdaq deficiency notice and delisting risk: Jasper Therapeutics no longer satisfies Nasdaq Capital Market’s $2,500,000 stockholders’ equity requirement, must submit a compliance plan by October 5, 2026, and may face suspension or delisting if it cannot regain compliance or secure favorable outcomes from any Nasdaq panel hearing.

Filing Explained

If Nasdaq rejects Jasper’s compliance plan, or Jasper fails to regain compliance during an accepted extension, the company can request a hearing, and that request would stay suspension or delisting while the hearing process and any additional extension period run, keeping its securities listed and eligible for trading at least during that process.

Item 1.01 Entry into a Material Definitive Agreement Business
The company signed a significant contract such as a merger agreement, credit facility, or major partnership.
Minimum stockholders’ equity requirement $2,500,000 Nasdaq Capital Market continued listing requirement under Listing Rule 5550(b)(1)
Compliance plan submission window 45 calendar days Time from August 21, 2026 notice to submit plan, ending October 5, 2026
Maximum extension to regain compliance 180 calendar days Possible extension period from August 21, 2026 if plan accepted by Nasdaq
Warrant exercise price $115.00 per share Each ten JSPRW redeemable warrants exercisable for one share of Voting Common Stock
Par value of Voting Common Stock $0.0001 per share Par value of Jasper Therapeutics Voting Common Stock
Notice date from Nasdaq August 21, 2026 Date Nasdaq notified Jasper of non-compliance with stockholders’ equity requirement
stockholders’ equity financial
"based on the stockholders’ equity reported in the Company’s Quarterly Report"
Stockholders’ equity is the portion of a company’s value that belongs to its owners after subtracting what the company owes from what it owns — like the equity in a house after paying the mortgage. For investors it shows the company’s net worth and can indicate financial strength, a cushion against losses, and the amount potentially available to support dividends or reinvestment; tracking changes helps assess whether the business is building or eroding owner value.
Nasdaq Listing Rule 5550(b)(1) regulatory
"requirement of $2,500,000 for continued listing on The Nasdaq Capital Market under Nasdaq Listing Rule 5550(b)(1)"
Nasdaq Marketplace Rule 5810(c)(2)(C) regulatory
"Pursuant to Nasdaq Marketplace Rule 5810(c)(2)(C), the Company has 45 calendar days"
Non-Voting Convertible Preferred Stock financial
"approval of the conversion of its outstanding shares of Non-Voting Convertible Preferred Stock"
A non-voting convertible preferred stock is a share that normally pays a fixed dividend and takes priority over common stock for payouts, but does not grant the holder the right to vote on corporate matters. It can be exchanged later for a set number of common shares, offering the potential to participate in price gains without immediate control—like holding a high-yield loan that can be turned into equity, which matters to investors weighing steady income, upside potential, and possible dilution of ownership.
Hearing Panel regulatory
"the Company will have the right to a hearing before Nasdaq’s Hearing Panel"
A hearing panel is a small group of officials from a stock exchange, regulator or independent adjudicatory body that listens to evidence and arguments about rule breaches, disciplinary actions, listing eligibility or market disputes. Like a neighborhood board deciding whether a property meets community rules, the panel’s rulings can impose fines, trading suspensions or delisting, which can directly affect a company’s share price, liquidity and investor confidence.

FAQ

Why did Jasper Therapeutics (JSPR) receive a Nasdaq notice?

Jasper Therapeutics received a Nasdaq notice on August 21, 2026 because the stockholders’ equity reported in its Form 10-Q for the period ended June 30, 2026 no longer meets the $2,500,000 minimum stockholders’ equity requirement under Nasdaq Listing Rule 5550(b)(1).

Does the Nasdaq notice immediately affect trading in JSPR stock?

No. The company states the Nasdaq notice has no immediate effect on the continued listing or trading of its common stock on The Nasdaq Capital Market, as long as it remains in compliance with the exchange’s other continued listing requirements.

What deadline does Jasper Therapeutics (JSPR) have to submit a Nasdaq compliance plan?

Under Nasdaq Marketplace Rule 5810(c)(2)(C), Jasper Therapeutics has 45 calendar days from the notice, or until October 5, 2026, to submit a plan to regain compliance with the $2,500,000 stockholders’ equity requirement.

How long could Jasper Therapeutics have to regain Nasdaq compliance?

If Nasdaq accepts the company’s compliance plan, Jasper Therapeutics may be granted an extension of up to 180 calendar days from August 21, 2026 to regain compliance with the stockholders’ equity requirement for The Nasdaq Capital Market.

What actions does Jasper Therapeutics (JSPR) anticipate to regain Nasdaq equity compliance?

Jasper currently anticipates seeking stockholder approval to convert its outstanding Non-Voting Convertible Preferred Stock at a special stockholder meeting, which it believes could help it regain compliance, but it cautions there is no assurance the approvals or compliance will be achieved.

What happens if Jasper Therapeutics’ Nasdaq compliance plan is not accepted?

If Nasdaq does not accept the plan, or the company fails to regain compliance within any extension, Jasper would have the right to a hearing before a Nasdaq Hearing Panel. A timely hearing request would stay suspension or delisting while the hearing and any additional extension period are pending.

What securities of Jasper Therapeutics (JSPR) are listed on Nasdaq and at what warrant exercise price?

Jasper Therapeutics lists its Voting Common Stock (symbol JSPR) and Redeemable Warrants (symbol JSPRW) on The Nasdaq Stock Market. Each ten warrants are exercisable for one share of Voting Common Stock at an exercise price of $115.00 per share.

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

See more from StockTitan in Google Search and AI answers. Adds StockTitan as a preferred source · opens Google
Add on Google
Learn about SEC filing dates
false 0001788028 0001788028 2026-08-21 2026-08-21 0001788028 JSPR:VotingCommonStockParValue0.0001PerShareMember 2026-08-21 2026-08-21 0001788028 JSPR:RedeemableWarrantsEachTenWarrantsExercisableForOneShareOfVotingCommonStockAtExercisePriceOf115.00Member 2026-08-21 2026-08-21 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): August 21, 2026

 

JASPER THERAPEUTICS, INC.
(Exact name of registrant as specified in its charter)

 

Delaware

  001-39138   84-2984849
(State or other jurisdiction
of incorporation)
  (Commission File Number)   (I.R.S. Employer
Identification No.)

 

2200 Bridge Pkwy Suite #102
Redwood City, CA
  94065
(Address of principal executive offices)   (Zip Code)

 

(650) 549-1400
Registrant’s telephone number, including area code

 

N/A
(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
Voting Common Stock, par value $0.0001 per share   JSPR   The Nasdaq Stock Market LLC
Redeemable Warrants, each ten warrants exercisable for one share of Voting Common Stock at an exercise price of $115.00   JSPRW   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 or Rule 12b-2 of the Securities Exchange Act of 1934.

 

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 1.01 - Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing.

 

On August 21, 2026, Jasper Therapeutics, Inc. (the “Company”) received a letter (the “Notice”) from The Nasdaq Stock Market (“Nasdaq”) notifying the Company that, based on the stockholders’ equity reported in the Company’s Quarterly Report on Form 10-Q for the period ended June 30, 2026, the Company no longer satisfies the minimum stockholders’ equity requirement of $2,500,000 for continued listing on The Nasdaq Capital Market under Nasdaq Listing Rule 5550(b)(1) (the “Stockholders’ Equity Requirement”).

 

The Notice has no immediate effect on the Company’s continued listing or trading of the Company’s common stock on the Nasdaq Capital Market, subject to the Company’s compliance with the other continued listing requirements.

 

Pursuant to Nasdaq Marketplace Rule 5810(c)(2)(C), the Company has 45 calendar days (until October 5, 2026), to submit a plan to regain compliance with the Stockholders’ Equity Requirement (a “Compliance Plan”). The Company currently anticipates that it will be able to take the necessary actions to regain compliance with the $2.5 million Stockholder’s Equity Requirement at such time that it receives stockholder approval of the conversion of its outstanding shares of Non-Voting Convertible Preferred Stock, which approval it intends to seek at a special meeting of stockholders (the “Stockholder Meeting”); however, no assurances can be provided that it will satisfy such requirements or be able to obtain the necessary approvals at its Stockholder Meeting. The Company intends to submit a Compliance Plan, which will discuss the actions it intends to take to regain compliance with the Stockholders’ Equity Requirement, within the required time, monitor its stockholders’ equity and, if appropriate, consider further available options to regain compliance with the Stockholders’ Equity Requirement, although there can be no assurance that the Compliance Plan will be accepted by Nasdaq. If the Compliance Plan is accepted by Nasdaq, the Company can be granted an extension of up to 180 calendar days from August 21, 2026 to regain compliance with the Rule.

 

In the event the Compliance Plan is not accepted by Nasdaq, or in the event the Compliance Plan is accepted but the Company fails to regain compliance within the extension period, the Company will have the right to a hearing before Nasdaq’s Hearing Panel (the “Panel”). The hearing request would stay any suspension or delisting action pending the conclusion of the hearing process and the expiration of any additional extension period granted by the panel following the hearing. In such event, the Company expects that it would timely submit a request for a hearing and the Company’s securities would then remain listed and eligible for trading on the Nasdaq Capital Market at least pending the ultimate conclusion of any hearing process. There can be no assurance that the Panel would grant the Company’s request for continued listing or that the Company would be able to regain compliance and thereafter maintain its listing on Nasdaq.

 

Forward-Looking Statements

 

This Current Report on Form 8-K 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, without limitation, statements regarding Company’s intention to seek stockholder approval of the conversion of the outstanding shares of its Non-Voting Convertible Preferred Stock at its Stockholder Meeting, its intent to submit a compliance plan, its intent or ability to regain compliance with the Stockholders’ Equity Requirement, the outcome of any Nasdaq hearing and appeal process (if applicable), the anticipated actions by the Nasdaq Staff and the Company’s responses and their anticipated outcome, and the ability for the Company’s securities to remain listed on Nasdaq. Any forward-looking statements included herein reflect the Company’s current views, and they involve certain risks and uncertainties, including those identified in the Company’s Annual Report on Form 10-K for the year ended December 31, 2025, subsequent Quarterly Reports on Form 10-Q, current reports on Form 8-K and other filings with the Securities and Exchange Commission. Any forward-looking statement speaks only as of the date on which it was initially made. The Company undertakes 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.

 

1

 

 

SIGNATURE

 

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.

 

  JASPER THERAPEUTICS, INC.
   
Date: August 26, 2026 By: /s/ Herb Cross
    Name: Herb Cross
    Title: Chief Financial Officer

 

2

 

Filing Exhibits & Attachments

4 documents