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  4. [6-K] Quantum Biopharma Ltd. Current Report (Foreign Issuer)

Quantum BioPharma plans CSE exit, keeps Nasdaq

If CSE approves, the last trading day for QNTM Class B shares on the Canadian Securities Exchange is expected to be Sept. 4, 2026, while Nasdaq trading continues.

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
6-K

Rhea-AI Filing Summary

Quantum BioPharma Ltd. (QNTM) plans to voluntarily delist its Class B subordinate voting shares from the Canadian Securities Exchange, subject to CSE approval. The Company states this is due to low CSE trading volume relative to the expenses, administrative effort and regulatory burden of maintaining a dual listing.

The delisting will not affect listings on the Nasdaq Capital Market, the Frankfurt Stock Exchange, or Upstream, and the Class B Shares are expected to continue trading on Nasdaq under the symbol QNTM. Subject to CSE approval, the Company expects the last trading day on the CSE to be the close of business on September 4, 2026. Quantum BioPharma will remain a reporting issuer in its Canadian jurisdictions and continue filing continuous disclosure documents on SEDAR+ and with the SEC on EDGAR.

The Company highlights its strategic assets, including a 19.86% ownership interest in Unbuzzd Wellness Inc. as of September 30, 2025, and a royalty on unbuzzd™ sales with tiered rates up to an aggregate $250 million, as well as a portfolio of property-secured loans held through its subsidiary FSD Strategic Investments Inc.

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Filing Explained

This Form 6-K furnishes the company’s September 1 press release and incorporates it by reference into its Form F-3 registration statement from the filing date, so the release becomes part of that registration document unless later superseded; the filing is an interim disclosure rather than a newly stated financing transaction.

Expected last CSE trading day September 4, 2026 Expected last trading day for Class B Shares on the CSE, subject to CSE approval
Ownership interest in Unbuzzd Wellness Inc. 19.86% Quantum BioPharma’s stake in Unbuzzd Wellness Inc. as of September 30, 2025
Initial royalty rate on unbuzzd™ sales 7% Royalty percentage payable to Quantum BioPharma until aggregate payments reach $250 million
Royalty cap before step-down $250 million Aggregate unbuzzd™ royalty payments at which the rate drops from 7% to 3%
Ongoing royalty rate after cap 3% Perpetual royalty rate on unbuzzd™ sales after $250 million in royalties has been paid
voluntary delisting regulatory
"announces that it has applied for a voluntary delisting of its Class B subordinate"
Voluntary delisting is when a company chooses to remove its shares from a public stock exchange so they no longer trade on that market. For investors this matters because it can make shares harder to buy or sell, reduce public disclosure and price transparency, and often signals a shift in strategy such as going private or moving to a smaller trading venue—similar to a store closing its high‑street shop but continuing to sell by appointment.
Class B subordinate voting shares financial
"voluntary delisting of its Class B subordinate voting shares (“Class B Shares”) from"
Class B subordinate voting shares are a type of common stock that carry fewer or weaker voting rights than a company's primary share class, meaning holders have less influence over corporate decisions. For investors this matters because these shares often trade at different prices, can affect control of the company, and may offer similar entitlement to dividends despite reduced governance power—like holding a regular concert ticket while someone else has the VIP pass.
reporting issuer regulatory
"The Company will remain a reporting issuer in each of the Canadian jurisdictions"
A reporting issuer is a company or investment fund legally required to provide regular, public financial and corporate updates to securities regulators and investors. For investors it matters because those routine filings act like a business’s recurring health reports—offering consistent, official information to assess performance, risks and value so people can make informed buy, sell or compare decisions.
continuous disclosure documents regulatory
"and will continue to file its continuous disclosure documents on SEDAR+"
Documents a publicly traded company must routinely publish to keep investors and the market informed about material developments that could affect the share price. Think of them as a running log or live scoreboard: they include financial reports, major contracts or deals, leadership changes, legal issues, and other events that change the company’s outlook. Investors rely on them to judge risk, price shares fairly, and make timely decisions.
forward-looking statements regulatory
"This press release contains certain “forward-looking information” and “forward-looking statements”"
Forward-looking statements are predictions or plans that companies share about what they expect to happen in the future, like estimating sales or profits. They matter because they help investors understand a company's outlook, but since they are based on guesses and assumptions, they can sometimes be wrong.
royalty payments financial
"The agreement with Unbuzzd Wellness Inc. also includes royalty payments of 7% of sales"
Payments made to the owner of an asset, patent, trademark, mineral right, or creative work in exchange for permission to use it; they are typically a percentage of sales or a fixed fee per unit sold. For investors, royalty payments represent a steady income stream tied to the underlying product’s sales performance, similar to collecting rent from tenants — predictable cash flow that can reduce risk or add value when evaluating a company’s revenue sources.

FAQ

What corporate action did Quantum BioPharma Ltd. (QNTM) announce in this 6-K?
Quantum BioPharma announced that it has applied for a voluntary delisting of its Class B subordinate voting shares from the Canadian Securities Exchange, citing low trading volume relative to the costs and regulatory burden of maintaining a dual listing.

Will Quantum BioPharma (QNTM) continue to trade on other exchanges after the CSE delisting?
Yes. The Company states that the delisting from the CSE will not affect its listings on the Nasdaq Capital Market, the Frankfurt Stock Exchange or Upstream, and that its Class B Shares will continue trading on Nasdaq under the symbol QNTM.

When is the expected last trading day for QNTM Class B Shares on the Canadian Securities Exchange?
Subject to approval from the Canadian Securities Exchange, Quantum BioPharma expects that the close of business on Friday, September 4, 2026, will be the last trading day for its Class B subordinate voting shares on the CSE.

Will Quantum BioPharma (QNTM) remain a reporting issuer in Canada after delisting from the CSE?
Yes. The Company states it will remain a reporting issuer in each Canadian jurisdiction where it is currently a reporting issuer and will continue filing continuous disclosure documents on SEDAR+ and with the U.S. SEC on EDGAR.

What ownership stake does Quantum BioPharma (QNTM) hold in Unbuzzd Wellness Inc.?
Quantum BioPharma reports that it retains ownership of 19.86% of Unbuzzd Wellness Inc. as of September 30, 2025, reflecting its ongoing economic interest in the business built around the unbuzzd™ product.

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 6-K

 

 

 

REPORT OF FOREIGN PRIVATE ISSUER

PURSUANT TO RULE 13a-16 OR 15d-16

OF THE SECURITIES EXCHANGE ACT OF 1934

 

For the month of September 2026

 

Commission File Number: 001-39152

 

 

 

QUANTUM BIOPHARMA LTD.

(Registrant)

 

 

 

1 Adelaide Street East, Suite 801

Toronto, Ontario M5C 2V9

(Address of Principal Executive Offices) 

 

 

 

Indicate by check mark whether the Registrant files or will file annual reports under cover of Form 20-F or Form 40-F.

 

Form 20-F  ☒            Form 40-F  ☐

 

 

 

 

 

 

INCORPORATION BY REFERENCE

 

Exhibit 99.1 included with this Report on Form 6-K is hereby incorporated by reference into the Registrant’s Registration Statement on Form F-3 (File No. 333-276264) and shall be deemed to be a part thereof from the date on which this report on Form 6-K is furnished, to the extent not superseded by documents or reports subsequently filed or furnished.

 

1

 

 

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, thereunto duly authorized.

 

  QUANTUM BIOPHARMA LTD.
  (Registrant)
     
Date September 1, 2026 By /s/ Donal Carroll
    Donal Carroll
    Chief Financial Officer

 

2

 

 

EXHIBIT INDEX

 

Exhibit   Description of Exhibit
99.1   Press Release dated September 1, 2026 – Quantum BioPharma Announces Plans to Voluntarily Delist its Class B Shares from the Canadian Securities Exchange

 

3

 

Exhibit 99.1

 

 

Quantum BioPharma Announces Plans to Voluntarily Delist its Class B Shares from the Canadian Securities Exchange

 

Toronto, Ontario -- September 1, 2026 -- Quantum BioPharma Ltd. (NASDAQ: QNTM) (CSE: QNTM) (FSE: 0K91) (Upstream: QNTM) (“Quantum BioPharma” or the “Company”), a biopharmaceutical company dedicated to building a portfolio of innovative assets and biotech solutions for the treatment of challenging neurodegenerative and metabolic disorders and alcohol misuse disorders with drug candidates in different stages of development, announces that it has applied for a voluntary delisting of its Class B subordinate voting shares (“Class B Shares”) from the Canadian Securities Exchange (the “CSE”). The delisting from the CSE will not affect the Company’s listing on the Nasdaq Capital Market (“Nasdaq”), the Frankfurt Stock Exchange or Upstream and its Class B Shares will continue trading on the NASDAQ under the symbol “QNTM”.

 

The Company believes that the trading volume of its Class B Shares on the CSE no longer justifies the expenses, administrative efforts, and regulatory burdens associated with maintaining a dual listing. The Company also believes that delisting from the CSE will consolidate trading of its Class B Shares into a single principal marketplace on Nasdaq, which the Company expects may benefit the long-term liquidity of the Class B Shares.

 

The Company will remain a reporting issuer in each of the Canadian jurisdictions in which it is currently a reporting issuer and will continue to file its continuous disclosure documents on SEDAR+ at www.sedarplus.ca and with the U.S. Securities and Exchange Commission on EDGAR at www.sec.gov. Shareholders who hold Class B Shares through a Canadian broker are not required to take any action as a result of the delisting; however, shareholders should contact their broker or other intermediary to confirm that their account permits trading on Nasdaq and to discuss any resulting settlement, currency conversion or commission considerations.

 

The Company is grateful to the CSE for providing its initial opportunity to access public markets. It is expected, subject to approval from the CSE, that the close of business on Friday, September 4, 2026, will be the last trading day for the Class B Shares on the CSE.

 

About Quantum BioPharma Ltd.

 

Quantum BioPharma (NASDAQ: QNTM) is a biopharmaceutical company dedicated to building a portfolio of innovative assets and biotech solutions for the treatment of challenging neurodegenerative and metabolic disorders and alcohol misuse disorders with drug candidates in different stages of development. Through its wholly owned subsidiary, Lucid Psycheceuticals Inc. (“Lucid”), Quantum BioPharma is focused on the research and development of its lead compound, Lucid-MS. Lucid-MS is a patented new chemical entity shown to prevent and reverse myelin degradation, the underlying mechanism of multiple sclerosis, in preclinical models. Quantum BioPharma invented unbuzzd™ and spun out its OTC version to a company, Celly Nutrition Corp. (“Celly Nutrition”), now Unbuzzd Wellness Inc., led by industry veterans. Quantum BioPharma retains ownership of 19.86% as of September 30, 2025 of Unbuzzd Wellness Inc. at www.unbuzzd.com. The agreement with Unbuzzd Wellness Inc. also includes royalty payments of 7% of sales from unbuzzd™ until payments to Quantum BioPharma total $250 million. Once $250 million is reached, the royalty drops to 3% in perpetuity. Quantum BioPharma retains 100% of the rights to develop similar products or alternative formulations specifically for pharmaceutical and medical uses. Quantum BioPharma maintains a portfolio of strategic investments through its wholly owned subsidiary, FSD Strategic Investments Inc., which represents loans secured by residential or commercial property. For more information visit www.quantumbiopharma.com.

 

Forward-Looking Information

 

This press release contains certain “forward-looking information” and “forward-looking statements” (collectively, “forward-looking statements”) within the meaning of applicable Canadian securities laws and within the meaning of Section 27A of the U.S. Securities Act of 1933, as amended, and Section 21E of the U.S. Securities Exchange Act of 1934, as amended. Any statements that express or involve discussions with respect to predictions, expectations, beliefs, plans, projections, objectives, assumptions or future events or performance (often, but not always, identified by words or phrases such as “believes”, “anticipates”, “expects”, “is expected”, “scheduled”, “estimates”, “pending”, “intends”, “plans”, “forecasts”, “targets”, or “hopes”, or variations of such words and phrases or statements that certain actions, events or results “may”, “could”, “would”, “will”, “should”, “might”, “will be taken”, or “occur” and similar expressions) are not statements of historical fact and may be forward-looking statements. Forward-looking information herein includes, but is not limited to, statements regarding: the anticipated voluntary delisting of the Class B Shares from the CSE; the receipt and timing of CSE approval of the delisting application; the expected last day of trading of the Class B Shares on the CSE; the anticipated benefits of the delisting, including reduced expenses, administrative effort and regulatory burden and the consolidation of trading into a single principal marketplace; the continued listing and trading of the Class B Shares on Nasdaq, the Frankfurt Stock Exchange and Upstream; and the Company’s intention to remain a reporting issuer in Canada and to continue to satisfy its continuous disclosure obligations.

 

Forward-looking statements are based on a number of material factors and assumptions, including that the CSE will approve the delisting application on the terms and within the timeframe currently anticipated; that no shareholder approval will be required, or if required, that it will be obtained; that the Company will continue to satisfy the continued listing requirements of Nasdaq; that trading in the Class B Shares will not be materially disrupted as a result of the delisting; that the Company will continue to have access to capital on acceptable terms; and that there will be no material adverse change in the Company’s business, financial condition or in general economic, market or regulatory conditions. Although the Company believes these assumptions to be reasonable, they may prove to be incorrect.

 

 

 

 

The Company cautions that forward-looking statements are based on the beliefs, estimates and opinions of the Company’s management on the date the statements are made, and they involve a number of known and unknown risks and uncertainties. Consequently, there can be no assurances that such statements will prove to be accurate and actual results and future events could differ materially from those anticipated in such statements. Factors that could cause actual results to differ materially from those anticipated in these forward-looking statements include the risk that the CSE does not approve the delisting application, or approves it on terms or within a timeframe different from those anticipated; the risk that shareholder approval is required and is not obtained; the risk that the anticipated benefits of the delisting are not realized; the risk that the delisting results in reduced trading volume, liquidity, market visibility or analyst coverage for the Class B Shares, or in a lower trading price; the risk that Canadian shareholders are unable or unwilling to trade the Class B Shares on Nasdaq, or incur additional costs, currency conversion risk or settlement delays in doing so; the risk that Nasdaq becomes the Company’s only principal trading market and the Company subsequently fails to satisfy Nasdaq continued listing requirements, including the minimum bid price requirement; the effect of the delisting on the availability of resale exemptions under Canadian and United States securities laws, including Rule 904 of Regulation S under the U.S. Securities Act of 1933, as amended, and the corresponding effect on the Company’s ability to complete private placements; the Company’s ability to relist on the CSE or another Canadian exchange in the future; and the other risk factors identified in the Company’s continuous disclosure filings.

 

The reader is urged to refer to the additional information relating to Quantum BioPharma, including the risk factors described in its most recent annual report and management’s discussion and analysis, which is available on the SEDAR+ website at www.sedarplus.ca and on the EDGAR section of the SEC’s website at www.sec. for a more complete discussion of such risk factors and their potential effects.

 

This list of risk factors should not be construed as exhaustive. The forward-looking statements contained in this press release are made as of the date of this press release and the Company does not undertake any obligation to publicly update or revise any forward-looking statements or information contained herein, except as required by applicable securities laws. The forward-looking statements contained in this document are expressly qualified by this cautionary statement.

 

Neither the CSE nor its Regulation Services Provider (as that term is defined in the policies of the CSE) accepts responsibility for the adequacy or accuracy of this release.

 

Contacts:

 

Quantum BioPharma Ltd.
Zeeshan Saeed, Founder, CEO and Executive Co-Chairman of the Board
Email: Zsaeed@quantumbiopharma.com
Telephone: (833) 571-1811

 

Investor Relations
Investor Relations: IR@QuantumBioPharma.com
General Inquiries: info@QuantumBioPharma.com

 

 

 

Source: View Original Filing on SEC EDGAR

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