[8-K] Lexicon Pharmaceuticals, Inc. Reports Material Event

Rhea-AI Filing Summary

Lexicon Pharmaceuticals (LXRX) has resolved its Nasdaq listing deficiency. On 23 Jul 2025 the company received written notice from Nasdaq Listing Qualifications confirming that LXRX’s common stock has maintained a closing bid price at or above the $1.00 threshold long enough to regain full compliance with Rule 5550(a)(2). As a result, the prior non-compliance matter is formally closed and no further action is required by the company.

The 8-K contains no financial performance data, operational updates, or strategic announcements; its sole purpose is to inform investors that the risk of delisting has been removed. Regaining compliance preserves LXRX’s access to the Nasdaq Global Select Market, supporting share liquidity and investor confidence.

Positive

• Nasdaq bid-price compliance regained, eliminating delisting threat and preserving LXRX’s Nasdaq Global Select Market listing.

Negative

• None.

Insights

Equity Research Analyst

TL;DR: Delisting risk lifted; improves liquidity and sentiment but does not change fundamentals.

Nasdaq compliance removes a technical overhang that could have triggered forced selling by index funds and certain institutions. Although purely administrative, maintaining a national market listing is crucial for research coverage, option listing, and capital-raising flexibility. Near-term share price could benefit from reduced risk perception, yet investors still require evidence of pipeline or revenue traction for a sustained re-rating.

Corporate Governance Specialist

TL;DR: Compliance restoration signals improved governance discipline; impact modest but positive.

Management’s swift resolution demonstrates attention to exchange rules and shareholder interests. Closing the deficiency avoids potential board distraction, accelerated proxy costs, and reputational damage. However, as the issue stemmed from market price rather than internal controls, the event bears limited strategic significance. Ongoing governance scrutiny will hinge on execution of clinical milestones and capital allocation rather than listing status alone.

0001062822FALSE00010628222025-07-232025-07-2300010628222024-11-222024-11-22

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): July 23, 2025

Lexicon Pharmaceuticals, Inc.

(Exact name of registrant as specified in its charter)

Delaware			000-30111			76-0474169
(State or other jurisdiction of incorporation or organization)			(Commission File Number)			(I.R.S. Employer Identification Number)

2445 Technology Forest Blvd., 11th Floor

The Woodlands, Texas 77381

(Address of principal executive offices and Zip Code)

(281) 863-3000

(Registrant’s telephone number, including area code)

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			LXRX			The Nasdaq Global Select Market

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligations 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))

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 8.01 Other Events

On July 23, 2025, we received a letter from the Listing Qualifications staff of The NASDAQ Stock Market LLC (“Nasdaq”) indicating that we have regained compliance with Nasdaq's minimum $1 bid price requirement for our common stock and that the matter relating to our previous failure to meet such requirement is now closed.

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.

			Lexicon Pharmaceuticals, Inc.
Date: July 28, 2025			By:			/s/ Brian T. Crum
						Brian T. Crum
						Senior Vice President and General Counsel

FAQ

Why did Lexicon Pharmaceuticals (LXRX) file this 8-K?

To disclose that Nasdaq confirmed LXRX has regained compliance with the $1 minimum bid-price requirement.

Is LXRX still at risk of being delisted from Nasdaq?

No. Nasdaq has closed the deficiency matter; LXRX currently meets all listing standards.

Does this 8-K include any financial results or guidance?

No. The report strictly addresses listing compliance; no earnings or revenue data are provided.

What rule was LXRX previously non-compliant with?

Nasdaq Rule 5550(a)(2), which requires a minimum $1 bid price for common stock.

How might regaining compliance affect LXRX shareholders?

It removes the delisting overhang, potentially improving liquidity and investor sentiment toward the stock.