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MaxCyte (NASDAQ: MXCT) faces Nasdaq $1 bid-price deficiency and delisting risk

Filing Impact
(Moderate)
Filing Sentiment
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

MaxCyte, Inc. reported that Nasdaq notified the company its common stock no longer meets the Nasdaq Global Select Market’s minimum bid price requirement because the closing bid has been below $1.00 per share for 30 consecutive trading days. The stock remains listed for now and continues to trade on Nasdaq.

MaxCyte has 180 calendar days, until September 14, 2026, to regain compliance by having a closing bid price of at least $1.00 per share for a minimum of 10 consecutive trading days. If it fails to do so, the company may seek an additional 180-day period by transferring to the Nasdaq Capital Market, subject to meeting other listing standards. Nasdaq could ultimately move to delist the shares, and there is no assurance MaxCyte will regain or maintain compliance.

Positive

  • None.

Negative

  • Nasdaq minimum bid price deficiency: MaxCyte’s stock has stayed below the $1.00 minimum bid price for 30 consecutive trading days, triggering a formal Nasdaq non-compliance notice and starting a defined timeline that could ultimately lead to delisting if the deficiency is not cured.

Insights

Nasdaq bid-price deficiency raises listing risk for MaxCyte if not cured.

MaxCyte has received a Nasdaq notice that its stock has traded below the $1.00 minimum bid price for 30 consecutive trading days. This triggers a formal deficiency process but does not immediately affect trading on the Nasdaq Global Select Market.

The company now has 180 days, until September 14, 2026, to achieve at least 10 straight trading days with a closing bid at or above $1.00. Failing that, it could seek transfer to the Nasdaq Capital Market if it meets all other initial listing standards.

If MaxCyte cannot demonstrate a credible path to curing the deficiency, Nasdaq staff may initiate delisting. The company would have appeal rights, during which the shares could remain listed. The ultimate impact on investors depends on whether MaxCyte regains compliance within these defined periods.

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 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): March 16, 2026

MaxCyte, Inc.

(Exact name of registrant as specified in its charter)

Delaware

  ​ ​ ​

001-40674

  ​ ​ ​

52-2210438

(State or other jurisdiction of
incorporation)

(Commission File Number)

(IRS Employer
Identification No.)

9713 Key West Avenue, Suite 400

Rockville, Maryland 20850

(Address of principal executive offices, including zip code)

(301) 944-1700

(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

Common Stock, $0.01 par value

MXCT

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 account 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 March 16, 2026, MaxCyte, Inc. (the “Company”) received notice (the “Notice”) from the Listing Qualifications staff of The Nasdaq Stock Market LLC (“Nasdaq”) that, because the closing bid price for the Company’s common stock had fallen below $1.00 per share for 30 consecutive trading days, the Company no longer complies with the minimum bid price requirement for continued listing on the Nasdaq Global Select Market under Nasdaq Listing Rule 5450(a)(1). The Notice has no immediate effect on the listing of the Company’s common stock on the Nasdaq Global Select Market, and the Company’s common stock will continue to trade on the Nasdaq Global Select Market. Pursuant to Nasdaq Listing Rule 5810(c)(3)(A), the Company has been provided an initial compliance period of 180 calendar days, or until September 14, 2026, to regain compliance with the minimum bid price requirement. To regain compliance, the closing bid price of the Company’s common stock must meet or exceed $1.00 per share for a minimum of 10 consecutive trading days prior September 14, 2026.

If the Company does not regain compliance by September 14, 2026, the Company may be eligible for an additional 180 calendar day compliance period if it applies to transfer the listing of its common stock from the Nasdaq Global Select Market to the Nasdaq Capital Market. To qualify, the Company would be required to meet the continued listing requirement for the market value of its publicly held shares and all other initial listing standards for the Nasdaq Capital Market, with the exception of the minimum bid price requirement, and provide written notice of its intention to cure the minimum bid price deficiency during the second compliance period. As part of its review process, Nasdaq will make a determination as to whether it believes the Company will be able to cure this deficiency. If Nasdaq staff determines that the Company will not be able to cure the deficiency, or if the Company is otherwise not eligible for such additional compliance period, Nasdaq will provide notice that the Company’s common stock will be subject to delisting. Upon receipt of such notice, the Company would have the right to appeal any determination to delist its common stock, and the common stock would remain listed on the Nasdaq Global Select Market until completion of the appeal process.

There can be no assurance that the Company will be able to regain compliance with the minimum bid price requirement or will otherwise be in compliance with other applicable Nasdaq listing rules.

 

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

MaxCyte, Inc.

Dated: March 20, 2026

By:

/s/ Douglas Swirsky

Douglas Swirsky

Chief Financial Officer

FAQ

What Nasdaq notification did MaxCyte (MXCT) receive about its stock listing?

MaxCyte received a Nasdaq notice that its common stock no longer meets the minimum bid price requirement because the closing bid stayed below $1.00 per share for 30 consecutive trading days, placing the company in formal non-compliance with Nasdaq Listing Rule 5450(a)(1).

Does the Nasdaq notice immediately affect trading in MaxCyte (MXCT) shares?

The notice has no immediate effect on trading. MaxCyte’s common stock continues to trade on the Nasdaq Global Select Market while the company works through the compliance period to restore its bid price to at least $1.00 per share for the required duration.

How long does MaxCyte (MXCT) have to regain compliance with Nasdaq’s bid price rule?

MaxCyte has an initial 180-day compliance period, until September 14, 2026, to regain compliance by achieving a closing bid price of at least $1.00 per share for a minimum of 10 consecutive trading days before that deadline.

Can MaxCyte (MXCT) get more time if it fails to meet the September 14, 2026 deadline?

If MaxCyte does not regain compliance by September 14, 2026, it may qualify for an additional 180-day period by applying to transfer its listing to the Nasdaq Capital Market and meeting all other initial listing standards, excluding the minimum bid price requirement.

What happens if MaxCyte (MXCT) cannot meet Nasdaq’s requirements even after potential extensions?

If MaxCyte is ineligible for an additional compliance period or Nasdaq believes it cannot cure the deficiency, Nasdaq staff may move to delist the stock. MaxCyte would then have the right to appeal, during which its shares could remain listed until the appeal concludes.

Does MaxCyte (MXCT) guarantee it will regain compliance with Nasdaq rules?

MaxCyte explicitly states there can be no assurance it will regain compliance with the minimum bid price requirement or remain in compliance with other Nasdaq listing rules, underscoring uncertainty about the long-term status of its Nasdaq Global Select Market listing.

Filing Exhibits & Attachments

3 documents
Maxcyte

NASDAQ:MXCT

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