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Quince Therapeutics, Inc. (QNCX) reports that Nasdaq has notified the company it is not in compliance with Nasdaq Global Select Market Listing Rule 5450(b)(1)(A) because its stockholders’ equity was ($35,324,000) as of June 30, 2026, below the required $10,000,000 minimum.
The notice does not immediately affect trading, and the common stock continues to trade on the Nasdaq Global Select Market under the symbol QNCX. Quince has 45 days, until October 15, 2026, to submit a plan to regain compliance, with a potential extension of up to 180 days, to February 27, 2027, if Nasdaq accepts the plan. The company is evaluating alternatives and has also submitted an initial listing application that, if approved along with required stockholder matters, would support a transfer to the Nasdaq Capital Market under the new name IRulya Therapeutics Inc. and the symbol IRLA.
Quince Therapeutics, Inc. (QNCX) reported a leadership change in which President Charles Ryan and the company determined that his last day of employment will be September 8, 2026. In connection with the end of his service as President, he will be eligible for severance benefits under his existing Executive Change in Control and Severance Agreement dated September 1, 2023, as previously described in Quince Therapeutics’ definitive proxy statement on Schedule 14A filed with the SEC on August 25, 2026.
Quince Therapeutics, Inc. (symbol: QNCX) is the issuer of record for a Form DEF 14A filing submitted to the SEC.
Quince Therapeutics, Inc. is calling a special stockholder meeting to approve the issuance of common shares tied to its Series C Non-Voting Convertible Preferred Stock, related warrants, and options. These issuances will represent more than 20% of existing common stock and, together with management and board changes, may result in a change of control under Nasdaq Listing Rules 5635(a) and 5635(b). Stockholders are also being asked to approve issuances related to a May 2026 private placement under Nasdaq Listing Rule 5635(d).
Quince provides unaudited pro forma condensed consolidated financial information as of June 30, 2026, illustrating the balance sheet impact of automatically converting all Series C Preferred Stock into common stock and reclassifying warrant liabilities to equity after stockholder approval. On a pro forma basis, total assets remain at $123,995 thousand, but warrant liabilities of $6,292 thousand and Series C Preferred Stock of $143,811 thousand are eliminated, and additional paid-in capital increases by $150,092 thousand, shifting total stockholders’ equity from a deficit of $(35,324) thousand to positive equity of $114,779 thousand. Common shares outstanding would increase from 1,017,063 to 12,004,791 after the conversion.
Ikarian Capital, LLC and Neil Shahrestani report beneficial ownership of common stock of Quince Therapeutics, Inc. The reporting persons have shared voting and dispositive power over 91,789 shares of Quince common stock, with no sole voting or dispositive power.
This position represents 9.0% of the outstanding common stock, based on 1,017,063 shares outstanding as of July 29, 2026, as disclosed by Quince. The shares are held by Ikarian Healthcare Master Fund, L.P. and certain separately managed accounts over which Ikarian Capital exercises investment discretion. The parties include customary disclaimers regarding the extent of their beneficial ownership and group status under Sections 13(d) and 13(g).
Nantahala Capital Management, LLC and its principals Wilmot B. Harkey and Daniel Mack report that, as of June 30, 2026, they beneficially own 0 shares of Quince Therapeutics, Inc. common stock, representing 0.00% of the outstanding class. They report no sole or shared voting or dispositive power over any Quince shares and indicate ownership of 5 percent or less of the class.
Quince Therapeutics, Inc. reports second-quarter 2026 results reflecting a major strategic shift and complex capital actions. The company abandoned its prior eDSP program after a Phase 3 failure, recording a $67.8 million intangible impairment and eliminating related contingent consideration liabilities of $64.3 million.
In May 2026 Quince completed the asset acquisition of Orphai, obtaining lead asset LAM-001 and recording $59.0 million of acquired in-process R&D expense and a $1.3 million gain on acquisition. Concurrently, it raised $115.0 million gross via a private placement of Series C non-voting convertible preferred stock and warrants, plus $20.3 million net through an ATM program, and settled its EIB debt for $5.5 million, removing $18.0 million of debt from the balance sheet.
Cash and cash equivalents rose to $116.0 million at June 30, 2026, but the Series C Preferred Stock’s potential cash-settlement feature means these proceeds cannot fully alleviate liquidity risk. With an accumulated deficit of $500.0 million and a six-month net loss of $39.6 million, management concludes that substantial doubt about continuing as a going concern exists over the next year.
Cormorant Asset Management, LP and Bihua Chen report beneficial ownership of Quince Therapeutics, Inc. common stock. They report beneficial ownership of 108,029 shares of common stock, representing 9.99% of the class, with shared voting and dispositive power over all reported shares.
The ownership relates to common stock issuable upon conversion or exercise of various instruments described as Acquisition Conversion Shares, Acquisition Warrant Conversion Shares, Private Placement Conversion Shares, and Private Placement Warrant Conversion Shares, collectively the Convertible Shares and Warrants. These securities are subject to a 9.99% beneficial ownership limitation on exercise. Cormorant-related funds in total hold 5,498 shares of common stock and Convertible Shares and Warrants to purchase up to 1,057,426 shares, but the limitation caps reportable ownership at 9.99%, based on approximately 977,963 shares of common stock outstanding after a reverse stock split.
Quince Therapeutics reported second-quarter 2026 results highlighted by the completed acquisition of Orphai Therapeutics, which added LAM-001, an inhaled rapamycin candidate for multiple serious pulmonary diseases, to its pipeline. The company has initiated a Phase 2b trial of LAM-001 for pulmonary hypertension associated with interstitial lung disease (PH-ILD) with data anticipated in the first quarter of 2028, and a Phase 2 trial in bronchiolitis obliterans syndrome (BOS) with data expected in the first quarter of 2027, and plans a Phase 2 study in sarcoidosis-associated pulmonary hypertension (SAPH) in late 2026.
To fund these programs, Quince closed a private placement that generated $115 million in gross upfront proceeds and $103.6 million in net proceeds, with up to an additional $83 million possible upon warrant exercises. Cash and cash equivalents were $116 million as of June 30, 2026, and the company expects this to fund operations through the end of 2028. The quarter included significant non-recurring charges: $59.0 million of acquired in-process R&D and a $67.8 million intangible asset impairment (year-to-date), as well as a sharp increase in G&A expenses driven by $9.1 million in non-cash stock-based compensation and $4.4 million in professional fees. Net loss for the quarter was $75.5 million (or $12.31 per share).