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Outlook Therapeutics (OTLK) restores Nasdaq minimum bid compliance, delisting threat closed

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

Rhea-AI Filing Summary

Outlook Therapeutics, Inc. reports that it has regained compliance with Nasdaq’s minimum bid price requirement for continued listing on the Nasdaq Capital Market. The company received notice that its common stock closed at or above $1.00 per share for ten consecutive business days between June 11, 2026 and June 25, 2026, satisfying Nasdaq Listing Rule 5550(a)(2). This closes a prior delisting determination that had been triggered when the stock traded below $1.00 for 30 consecutive business days.

Positive

  • Nasdaq listing compliance restored: The company’s stock closed at or above $1.00 for ten consecutive business days through June 25, 2026, satisfying Nasdaq Listing Rule 5550(a)(2) and closing a prior delisting determination for the Nasdaq Capital Market.

Negative

  • None.

Insights

Nasdaq bid-price compliance restored, removing immediate delisting risk.

Outlook Therapeutics confirms that its shares met Nasdaq’s minimum bid price of $1.00 for ten consecutive business days ending June 25, 2026. This satisfies Nasdaq Listing Rule 5550(a)(2) and reverses a prior determination to delist the stock.

The earlier issue arose after 30 consecutive business days below the $1.00 threshold, which can lead to a move to over-the-counter trading and reduced liquidity. Closing this matter keeps the shares on the Nasdaq Capital Market, which typically supports broader investor access and institutional eligibility.

Future investor focus will likely center on whether the company can sustain trading levels consistent with Nasdaq standards over coming reporting periods, as listing compliance depends on ongoing market performance rather than a one-time event.

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.
Minimum bid price threshold $1.00 per share Nasdaq Listing Rule 5550(a)(2) requirement
Non-compliance period 30 consecutive business days Trading below $1.00 triggered delisting determination
Compliance restoration period 10 consecutive business days Closing bid at or above $1.00 from June 11–25, 2026
Compliance confirmation date June 26, 2026 Nasdaq letter confirming bid-price compliance and matter closed
Nasdaq Listing Rule 5550(a)(2) regulatory
"it failed to maintain a minimum bid price of $1.00 per share... in violation of Nasdaq Listing Rule 5550(a)(2)"
minimum bid price financial
"failed to maintain a minimum bid price of $1.00 per share for 30 consecutive business days"
The minimum bid price is the lowest share price that a market, regulator, or specific offering will accept for a trade, listing, or auction—think of it as a reserve or floor that a stock must meet to qualify for certain actions. It matters to investors because falling below that floor can limit trading options, trigger compliance measures or delisting risks, and affect liquidity and the perceived value of a holding, much like a reserve price in an auction sets the baseline for a sale.
Nasdaq Capital Market market
"to delist the Company’s common stock... from the Nasdaq Capital Market"
The Nasdaq Capital Market is a platform where smaller, emerging companies can list their shares for trading by investors. It provides these companies with access to funding and visibility, helping them grow, much like a local marketplace where new vendors can introduce their products to potential customers. For investors, it offers opportunities to discover early-stage companies with growth potential.
Listing Qualifications Staff regulatory
"received a letter from the Listing Qualifications Staff of The Nasdaq Stock Market LLC"
Listing qualifications staff are the exchange employees who review and monitor whether a company meets the rules required to be listed on a stock exchange, similar to referees checking that players follow the game’s rules. They assess financial filings, corporate governance, and ongoing disclosures, and can flag problems, request corrective steps, or recommend suspension or delisting. Investors care because their determinations affect a company’s ability to trade publicly and can signal increased risk or regulatory trouble.
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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): June 26, 2026

 

 

Outlook Therapeutics, Inc.

(Exact name of registrant as specified in its charter)

 

 

Delaware 001-37759 38-3982704
(State or other jurisdiction
of incorporation) 		(Commission File Number) (IRS Employer Identification No.)

 

111 S. Wood Avenue, Unit #100

Iselin, New Jersey

 08830
(Address of principal executive offices) (Zip Code)

 

Registrant's telephone number, including area code: (609) 619-3990

 

 

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 pursuant to Section 12(b) of the Act:

 

Title of Each Class   Trading Symbol(s)   Name of Each Exchange
on Which Registered
Common Stock   OTLK   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.

 

As previously reported, on February 18, 2026, Outlook Therapeutics, Inc., a Delaware corporation (the “Company”), received a letter from the Listing Qualifications Staff (the “Nasdaq Staff”) of The Nasdaq Stock Market LLC (“Nasdaq”) notifying the Company that Nasdaq staff had determined to delist the Company’s common stock, par value $0.01 per share (the “Common Stock”) from the Nasdaq Capital Market because it failed to maintain a minimum bid price of $1.00 per share for 30 consecutive business days, in violation of Nasdaq Listing Rule 5550(a)(2).

 

On June 26, 2026, the Company received a letter from the Nasdaq Staff notifying the Company that, because the closing bid price of the Company’s common stock had been at $1.00 per share or greater for the ten consecutive business days between June 11, 2026 - June 25, 2026, the Company had regained compliance with the minimum bid price requirement set forth in Nasdaq Listing Rule 5550(a)(2) for continued listing on The Nasdaq Capital Market and that this matter 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 hereunto duly authorized.

 

  Outlook Therapeutics, Inc.
   
Date: June 26, 2026 By: /s/ Lawrence A. Kenyon
    Lawrence A. Kenyon
    Chief Financial Officer

 

 

 

Source: View Original Filing on SEC EDGAR

FAQ

What did Outlook Therapeutics (OTLK) announce about its Nasdaq listing status?

Outlook Therapeutics announced it has regained compliance with Nasdaq’s minimum bid price rule, allowing continued listing on the Nasdaq Capital Market. Nasdaq confirmed the matter is closed after the stock traded at or above $1.00 for ten straight business days.

Why was Outlook Therapeutics (OTLK) at risk of Nasdaq delisting?

Outlook Therapeutics previously received a determination to delist because its common stock traded below a $1.00 minimum bid price for 30 consecutive business days. This violated Nasdaq Listing Rule 5550(a)(2), which sets bid price requirements for continued listing on the Nasdaq Capital Market.

How did Outlook Therapeutics regain compliance with Nasdaq’s bid price rule?

The company regained compliance after its common stock closed at $1.00 per share or higher for ten consecutive business days from June 11, 2026, through June 25, 2026. Nasdaq’s Listing Qualifications Staff then notified Outlook Therapeutics that the bid price issue was resolved.

What does Nasdaq Listing Rule 5550(a)(2) require for OTLK shares?

Nasdaq Listing Rule 5550(a)(2) requires a minimum bid price of $1.00 per share for companies listed on the Nasdaq Capital Market. Outlook Therapeutics had fallen below this threshold but restored compliance after maintaining at least a $1.00 closing bid for ten consecutive business days.

What is the impact of this Nasdaq decision on Outlook Therapeutics shareholders?

The decision means Outlook Therapeutics’ common stock remains listed on the Nasdaq Capital Market rather than being delisted. Continued Nasdaq listing typically supports better trading liquidity, visibility, and access for institutional and retail investors compared with many over-the-counter markets.

Filing Exhibits & Attachments

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