Mereo Biopharma SEC Filings

Mereo BioPharma Group plc has received a Nasdaq notice that its American Depositary Shares have not met the required minimum bid price of $1.00 for 30 consecutive business days, putting its Nasdaq Capital Market listing at risk.

The company has 180 calendar days, until August 17, 2026, to regain compliance by having a closing bid price of at least $1.00 for 10 consecutive business days, a period Nasdaq staff may extend at its discretion. If compliance is not restored by then, Mereo could receive a further 180-day grace period if it meets other Nasdaq initial listing standards and commits to curing the deficiency. Failing that, the ADSs may be delisted, though the company could appeal. The ADSs continue to trade under “MREO,” and management states business operations are not currently affected, while acknowledging there is no assurance it will regain or maintain Nasdaq listing compliance.

Mereo Biopharma Group plc received an amended Schedule 13G/A from Janus Henderson Group plc, reporting that, as of 12/31/2025, it beneficially owned 0 ordinary shares of Mereo and represented 0.0% of the class. Janus Henderson is the ultimate parent of several investment advisers whose client accounts (the Managed Portfolios) may hold Mereo shares, but these portfolios have the right to all dividends and sale proceeds. Janus Henderson and its asset managers report no voting or dispositive power over Mereo shares and disclaim ownership of related economic rights. The filing also notes that none of the Managed Portfolios owns more than five percent of Mereo’s ordinary shares and that any securities were acquired and held in the ordinary course of business, not to change or influence control of the company.

Mereo BioPharma Group plc received an amended Schedule 13G/A (Amendment No. 2) from several Frazier Life Sciences investment entities and their related managing members. The filing states that each reporting person beneficially owns 0 ordinary shares, or 0.0% of the class, of Mereo’s ordinary shares represented by American Depositary Shares as of 12/31/2025. The group also certifies that the securities were not acquired and are not held for the purpose of changing or influencing control of the company.

Mereo BioPharma Group plc granted new share options to Chief Scientific Officer John A. Lewicki on February 1, 2026. The awards cover 139,913 share options with a $0.44 exercise price, 46,637 share options with a $1.00 exercise price, and 145,000 share options with a $0.44 exercise price, all over American Depositary Shares.

For the 139,913 options, 25% of the underlying shares vest on February 1, 2027, with the rest vesting in equal monthly installments over the following three years. The 145,000 options vest in substantially equal monthly installments over one year from the February 1, 2026 grant date. Each ADS represents five ordinary shares of Mereo BioPharma Group plc.

Mereo BioPharma Group plc reported that officer Alexandra Hughes-Wilson received new share option grants on February 1, 2026. The awards cover 183,750 American Depositary Shares (ADS) at an exercise price of $0.44, 61,250 ADS at $1.00, and 195,000 ADS at $0.44.

For the 183,750-ADS option, 25% vests on February 1, 2027, with the rest vesting in equal monthly installments over the next three years. The 195,000-ADS option vests in substantially equal monthly installments over one year from the February 1, 2026 grant date. Each ADS represents five ordinary shares of Mereo BioPharma.

Mereo BioPharma Group plc reported that its General Counsel, Sermon Charles, received new share option awards on February 1, 2026. These are derivative securities giving the right to buy American Depositary Shares (ADS) at preset exercise prices.

The grants include options over 315,750 ADS at $0.44, 105,250 ADS at $1.00, and 295,000 ADS at $0.44, all expiring on February 1, 2036. One grant vests 25% on February 1, 2027 with the remainder vesting monthly over three years, while another vests in substantially equal monthly installments over one year from the grant date. Each ADS represents five ordinary shares.

Mereo BioPharma Group plc reported that Chief Executive Officer and director Denise Scots-Knight received new stock option awards on February 1, 2026. She was granted options to buy 1,035,000 American Depositary Shares at $0.44, 345,000 at $1.00, and 480,000 at $0.44, all held directly.

For the 1,035,000-share grant, 25% will vest and become exercisable on February 1, 2027, with the balance vesting in equal monthly installments over the following three years. The 480,000-share grant vests in substantially equal monthly installments over one year from the February 1, 2026 grant date. Each American Depositary Share represents five ordinary shares of the company.

Mereo BioPharma Group plc reported that its Chief Financial Officer, Christine Fox, received grants of share options on February 1, 2026. These derivative awards give her the right to buy 315,750 American Depositary Shares at an exercise price of $0.44, 105,250 ADS at $1.00, and 280,000 ADS at $0.44.

For the 315,750-option grant, 25% of the underlying shares vest and become exercisable on February 1, 2027, with the rest vesting in equal monthly installments over the following three years. The 280,000-option grant vests in substantially equal monthly installments over one year from the February 1, 2026 grant date. Each ADS represents five ordinary shares of Mereo BioPharma.

Mereo BioPharma Group plc updated its liquidity outlook and provided new investor materials. The company reported cash and cash equivalents of $41 million as of December 31, 2025, which it now expects will fund operations to mid-2027, extending its projected cash runway. Mereo also issued a corporate update press release and posted an investor presentation for use at the J.P. Morgan Healthcare Conference and other meetings, which are furnished as exhibits and not deemed filed under U.S. securities laws.