Outlook Therapeutics receives Nasdaq $1 bid-price notice

Outlook Therapeutics, Inc. (OTLK) received a Nasdaq notice on September 25, 2026, after its common stock’s closing bid price had been below $1.00 per share for 30 consecutive business days.

Rhea-AI Filing Summary

Outlook Therapeutics, Inc. (OTLK) received a Nasdaq notice on September 25, 2026, after its common stock’s closing bid price had been below $1.00 per share for 30 consecutive business days. The notice has no immediate effect on its listing. Outlook has 180 calendar days, through March 24, 2027, to regain compliance by having a closing bid price of at least $1.00 per share for a minimum of ten consecutive business days before that date.

If Outlook does not regain compliance by then, it may qualify for an additional 180-day period if it meets the applicable market-value and other initial listing standards, except the bid-price requirement, and gives Nasdaq written notice of its intention to cure the deficiency. If it is ineligible for that period or Nasdaq Staff believes it cannot cure the deficiency, Nasdaq will notify Outlook that its stock is subject to delisting; Outlook may appeal.

0 points · 0 major

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0 major · 1 point

Hollow bars mark forward-looking points. How the balance works

Positive

• None.

Negative

• Moderate point. Forward-looking: it has not happened yet and may not happen.If Outlook does not cure by March 24, 2027 and is ineligible for an extension or Nasdaq Staff believes it cannot cure, Nasdaq will issue a delisting notice.

Filing Explained

For a possible second compliance period, the filing identifies a reverse stock split, if necessary, as a cure method; such a split reduces the share count and proportionally raises the per-share price, while leaving company value unchanged by the split itself.

8-K Event Classification

Item 3.01 — Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing

1 item

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, failed to satisfy a continued-listing rule or standard, or transferred its listing.

Key Figures

Minimum closing bid price: $1.00 per share Consecutive business days below minimum bid price: 30 consecutive business days Initial compliance period: 180 calendar days +3 more

6 metrics

Minimum closing bid price $1.00 per share Nasdaq continued listing requirement

Consecutive business days below minimum bid price 30 consecutive business days Period cited in Nasdaq’s notice

Initial compliance period 180 calendar days Compliance period ending March 24, 2027

Compliance Date March 24, 2027 Deadline to regain compliance

Required consecutive business days at or above minimum bid price 10 consecutive business days Must occur before the Compliance Date

Potential additional compliance period 180 days May be available if Nasdaq’s stated conditions are met

Key Terms

minimum closing bid price, Compliance Date, continued listing requirement for market value of publicly held shares, delisting determination

4 terms

minimum closing bid price regulatory

"minimum closing bid price required by the continued listing requirements"

A minimum closing bid price is the lowest share price a stock must register at market close—often set by an exchange or regulator and sometimes measured over a series of days—to keep the stock listed. Think of it like a minimum score a team must maintain to stay in a league; falling below it can trigger warnings, delisting risk, or corporate fixes such as reverse stock splits, and so it matters because it affects liquidity, investor access and the value and tradability of shares.

Compliance Date regulatory

"180 calendar days, or until March 24, 2027 (the “Compliance Date”)"

The compliance date is the specific day by which a company must meet a legal, regulatory, contractual or stock-exchange requirement. Think of it like a deadline to pass an inspection or satisfy a contract term: if the company meets the deadline, normal operations continue; if it misses it, investors may face fines, changed contract terms, delisting, or other financial consequences. Investors watch these dates because they can trigger material changes in risk, cash flow, or share liquidity.

continued listing requirement for market value of publicly held shares regulatory

"meets the continued listing requirement for market value of publicly held shares"

delisting determination regulatory

"appeal the delisting determination to a hearings panel"

A delisting determination is a formal decision by a stock exchange or regulator to remove a company’s shares from the official trading list, usually after the company fails to meet rules such as filing reports, maintaining a minimum share price, or staying solvent. It matters to investors because removal reduces or eliminates easy ways to buy or sell the shares, can sharply lower their value, and forces holders to trade in smaller, riskier markets — like having to sell a car at a neighborhood garage sale instead of a busy dealership.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

Why did OTLK receive a Nasdaq bid-price notice?

Nasdaq notified Outlook Therapeutics after its common stock’s closing bid price was below $1.00 per share for 30 consecutive business days. The notice has no immediate effect on the common stock’s listing on the Nasdaq Capital Market.

What is OTLK’s deadline to meet Nasdaq’s $1 bid rule?

Outlook Therapeutics has until March 24, 2027, to regain compliance. Its closing bid price must be at least $1.00 per share for a minimum of ten consecutive business days before that date.

Can OTLK get more time to meet Nasdaq’s bid-price requirement?

Outlook Therapeutics may be eligible for an additional 180-day period if it meets the continued listing requirement for market value of publicly held shares and all other initial listing standards except the bid-price requirement, and gives Nasdaq written notice of its intention to cure the deficiency during that period, by effecting a reverse stock split if necessary.

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

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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): September 25, 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.

On September 25, 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 for the last 30 consecutive business days, the bid price of the Company’s common stock had closed below $1.00 per share, the minimum closing bid price required by the continued listing requirements of Nasdaq Listing Rule 5550(a)(2).

The notification received has no immediate effect on the listing of the Company’s common stock on the Nasdaq Capital Market. In accordance with Nasdaq Listing Rule 5810(c)(3)(A), the Company has 180 calendar days, or until March 24, 2027 (the “Compliance Date”), to regain compliance with the minimum bid price requirement. To regain compliance, the closing bid price of the Company’s common stock must be at least $1.00 per share for a minimum of ten consecutive business days before the Compliance Date.

If the Company’s common stock does not achieve compliance by the Compliance Date, the Company may be eligible for an additional 180-day period to regain compliance if it meets the continued listing requirement for market value of publicly held shares and all other initial listing standards, with the exception of the bid price requirement, and provides written notice to Nasdaq of its intention to cure the deficiency during the second compliance period, by effecting a reverse stock split, if necessary. However, if it appears to the Nasdaq Staff that the Company will not be able to cure the deficiency, or if the Company is otherwise not eligible for the additional compliance period, and the Company does not regain compliance by the Compliance Date, the Nasdaq Capital Market will provide written notification to the Company that its common stock is subject to delisting. At that time, the Company may appeal the delisting determination to a hearings panel pursuant to the procedures set forth in the applicable Nasdaq listing rules. However, there can be no assurance that, if the Company does appeal the delisting determination by Nasdaq to the panel, such appeal would be successful.

The Company intends to actively monitor the closing bid price of its common stock between now and the Compliance Date and will evaluate available options to resolve the deficiency and regain compliance with the minimum bid price rule.

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: September 30, 2026	By:	/s/ Kevin Lundquist
		Kevin Lundquist
		Chief Financial Officer

Filing Exhibits & Attachments

3 documents

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• EX-101 XBRL TAXONOMY EXTENSION SCHEMA 3.0 KB
• EX-101 XBRL TAXONOMY EXTENSION LABEL LINKBASE 33.4 KB
• EX-101 XBRL TAXONOMY EXTENSION PRESENTATION LINKBASE 21.9 KB