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Nasdaq to suspend Sangamo (NASDAQ: SGMO); OTCQB trading set May 5

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

Rhea-AI Filing Summary

Sangamo Therapeutics has been notified by Nasdaq that its common stock will be delisted for continued failure to meet the $1.00 per share minimum bid price requirement. Nasdaq plans to suspend trading on the Nasdaq Capital Market at the open on May 5, 2026.

The company plans to request a hearing before a Nasdaq Hearings Panel, which would stay the delisting determination but not the trading suspension. Sangamo has obtained approval for its shares to be quoted on the OTCQB Venture Market and expects OTCQB trading to begin on May 5, 2026 under the symbol SGMO.

Positive

  • None.

Negative

  • Nasdaq delisting determination and trading suspension: Nasdaq staff has determined to delist Sangamo’s common stock for failing to meet the $1.00 minimum bid price requirement, with trading on the Nasdaq Capital Market suspended starting May 5, 2026.
  • Move from Nasdaq to OTCQB Venture Market: Sangamo’s shares are expected to transition to quotation on the OTCQB Venture Market, a lower-tier over-the-counter market, which can reduce market visibility and may affect trading liquidity.

Insights

Nasdaq trading suspension and move to OTCQB mark a clear downgrade in Sangamo’s listing status.

Sangamo Therapeutics failed to regain the $1.00 minimum bid over two compliance periods extending to April 27, 2026. Nasdaq staff has now determined to delist the stock and suspend trading on the Nasdaq Capital Market starting May 5, 2026.

The company will request a hearing before a Nasdaq Hearings Panel, which can stay the delisting decision but not the trading suspension. Regardless of the Panel outcome, shares are expected to trade on the OTCQB Venture Market, a lower-tier over-the-counter venue, from May 5, 2026. This shift typically implies reduced visibility and potentially lower liquidity.

Item 8.01 Other Events Other
Voluntary disclosure of events the company deems important to shareholders but not covered by other items.
Minimum bid price threshold $1.00 per share Nasdaq Listing Rule 5550(a)(2) minimum bid price requirement
Initial compliance deadline October 27, 2025 Original period to regain minimum bid price compliance
Extended compliance deadline April 27, 2026 Additional 180-day period granted by Nasdaq staff
Nasdaq trading suspension date May 5, 2026 Date Nasdaq will suspend SGMO trading on Nasdaq Capital Market
Alternative trading venue OTCQB Venture Market Expected market for SGMO quotation starting May 5, 2026
Non-compliance period 30 consecutive business days Duration SGMO’s bid was below $1.00 triggering notice
Minimum Bid Price Requirement regulatory
"it no longer complied with the minimum bid price requirement (the “Minimum Bid Price Requirement”)"
A minimum bid price requirement is a rule that a stock must trade above a set price for a specified period to stay listed on an exchange. It matters to investors because falling below that threshold can trigger warnings or removal from the exchange, which can cut liquidity, reduce visibility, and often lead to sharper declines in share value—think of it like a venue’s minimum dress code that, if not met, can bar a performer from the stage.
Nasdaq Capital Market regulatory
"for continued listing under Nasdaq Listing Rule 5550(a)(2) on 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.
OTCQB Venture Market market
"approval for its common stock to be quoted on the OTCQB Venture Market, an over-the-counter market"
The OTCQB Venture Market is a tier of the over‑the‑counter (OTC) trading platform that groups early‑stage, smaller companies that do not meet the stricter requirements of higher OTC tiers. It gives investors a way to buy and sell shares in these higher‑risk, less mature firms with generally lower reporting and transparency standards; think of it as a marketplace’s “starter lane” where potential is available but uncertainty and volatility are higher, so investors should expect greater risk and do extra homework.
Nasdaq Hearings Panel regulatory
"request a hearing before a Nasdaq Hearings Panel (the “Panel”) pursuant to the procedures"
A Nasdaq hearings panel is a group of experts that reviews cases when a company's stock listing is at risk of being removed from the exchange. They evaluate whether the company has met certain standards and determine if it can keep trading on Nasdaq. This process matters to investors because it can affect a company's ability to raise money and maintain credibility in the market.
forward-looking statements regulatory
"includes forward-looking statements within the meaning of Section 27A of the Securities Act of 1933"
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.
Understanding 8-K Material Events →
April 28, 2026Nasdaq0001001233false00010012332026-04-282026-04-28

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): April 28, 2026

 
 SANGAMO THERAPEUTICS, INC.
(Exact name of registrant as specified in its charter)
  
Delaware 000-30171 68-0359556
(State or other jurisdiction of
incorporation)		 (Commission
File Number)		 (IRS Employer
ID Number)
501 Canal Blvd., Richmond, California 94804
(Address of principal executive offices) (Zip Code)
(510) 970-6000
(Registrant’s telephone number, including area code) 
Not Applicable
(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 per share SGMO 
Nasdaq Capital Market
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 8.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing.
As previously reported, on April 30, 2025, Sangamo Therapeutics, Inc. (the “Company”) received a written notice (the “Notice”) from the Listing Qualifications Department (the “Staff”) of The Nasdaq Stock Market LLC (“Nasdaq”) notifying the Company that because the closing bid price for the Company’s common stock had fallen below $1.00 per share for 30 consecutive business days, it no longer complied with the minimum bid price requirement (the “Minimum Bid Price Requirement”) for continued listing under Nasdaq Listing Rule 5550(a)(2) on The Nasdaq Capital Market. The Company was provided until October 27, 2025 to regain compliance with the Minimum Bid Price Requirement. Also as previously reported, on October 29, 2025, the Company received an additional notification from the Staff that while the Company had not regained compliance with the Minimum Bid Price Requirement, it was eligible for an additional 180-day compliance period, or until April 27, 2026, to regain compliance with the Minimum Bid Price Requirement.
On April 28, 2026, the Company received a written notification (the “Delisting Notice”) from the Staff of its determination to delist the Company’s common stock as a result of the Company’s ongoing failure to comply with the Minimum Bid Price Requirement. The Delisting Notice also stated that trading in the Company’s common stock on The Nasdaq Capital Market will be suspended at the open of trading on May 5, 2026.
The Company plans to request a hearing before a Nasdaq Hearings Panel (the “Panel”) pursuant to the procedures set forth in the Nasdaq Listing Rule 5800 Series for the purpose of appealing the Staff’s delisting determination. However, pursuant to Nasdaq Listing Rule 5815(a)(1)(B)(ii)(d), a timely request for a hearing will stay delisting but will not stay the trading suspension of the Company’s common stock. The Company’s common stock will remain suspended from trading on The Nasdaq Capital Market unless the Panel’s decision issued after the hearing ultimately determines to reinstate trading of the securities on The Nasdaq Capital Market.
The Company has received approval for its common stock to be quoted on the OTCQB Venture Market, an over-the-counter market operated by OTC Markets Group, and expects trading on OTCQB to commence on May 5, 2026 under its existing symbol “SGMO.”
Forward-Looking Statements
This Current Report on Form 8-K includes forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. All statements contained in this Current Report on Form 8-K that do not relate to matters of historical fact should be considered forward-looking statements, including, but not limited to, the Company’s expectation that it will commence trading its common stock on the OTCQB Venture Market and the timing thereof, and the Company’s expectations concerning a request for a hearing before the Panel. Forward-looking statements involve known and unknown risks, uncertainties and assumptions which may cause actual results to differ materially from any results expressed or implied by any forward-looking statement, including, but not limited to, the important factors outlined under the caption “Risk Factors” in the Company’s Annual Report on Form 10-K filed with the Securities and Exchange Commission (“SEC”) on March 30, 2026, as such factors may be updated from time to time in its other filings with the SEC, The Company has no obligation, and does not undertake any obligation, to update or revise any forward-looking statement made in this Current Report on Form 8-K to reflect changes since the date of this Current Report on Form 8-K, except as may be required by law.



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.
 
  SANGAMO THERAPEUTICS, INC.
Dated: April 29, 2026  By: /s/ SCOTT B. WILLOUGHBY
  Name: Scott B. Willoughby
  Title: Chief Legal Officer and Corporate Secretary


Source: View Original Filing on SEC EDGAR

FAQ

Why is Sangamo Therapeutics (SGMO) facing delisting from Nasdaq?

Sangamo is facing delisting because its common stock failed to maintain a closing bid price of at least $1.00 per share for 30 consecutive business days, violating Nasdaq Listing Rule 5550(a)(2). It did not regain compliance during two allowed grace periods ending April 27, 2026.

When will Nasdaq suspend trading of Sangamo Therapeutics (SGMO) shares?

Nasdaq plans to suspend trading of Sangamo’s common stock on the Nasdaq Capital Market at the open of trading on May 5, 2026. This follows Nasdaq staff’s determination to delist the shares for continued non-compliance with the minimum bid price requirement.

What steps is Sangamo Therapeutics (SGMO) taking to contest the Nasdaq delisting?

Sangamo plans to request a hearing before a Nasdaq Hearings Panel under the Nasdaq Listing Rule 5800 Series. A timely hearing request stays the delisting determination but does not prevent the suspension of trading on the Nasdaq Capital Market while the appeal is considered.

Where will Sangamo Therapeutics (SGMO) trade after the Nasdaq suspension?

Sangamo has received approval for its common stock to be quoted on the OTCQB Venture Market, operated by OTC Markets Group. The company expects OTCQB trading to commence on May 5, 2026 under its existing ticker symbol SGMO, following the Nasdaq suspension.

What is the Nasdaq minimum bid price requirement mentioned for Sangamo (SGMO)?

The minimum bid price requirement is Nasdaq Listing Rule 5550(a)(2), which requires a listed company’s common stock to maintain a closing bid price of at least $1.00 per share for 30 consecutive business days. Sangamo’s shares remained below this threshold, triggering delisting action.

What prior compliance periods did Sangamo Therapeutics (SGMO) receive from Nasdaq?

Nasdaq originally gave Sangamo until October 27, 2025 to regain compliance with the $1.00 minimum bid price requirement. After it failed to comply, Nasdaq granted an additional 180-day period, extending the deadline to April 27, 2026, which also passed without regaining compliance.

Filing Exhibits & Attachments

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