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Sangamo Therapeutics faces Nasdaq delisting after Chapter 11

Sangamo Therapeutics, Inc. describes progress in its Chapter 11 case and its Nasdaq listing status.

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

Rhea-AI Filing Summary

Sangamo Therapeutics, Inc. describes progress in its Chapter 11 case and its Nasdaq listing status. After filing for voluntary Chapter 11 relief on June 23, 2026, the Delaware bankruptcy court approved Bidding Procedures on July 14, 2026 for a potential sale of all or substantially all assets.

The order sets a bid deadline of August 4, 2026, a potential auction on August 10, 2026, and a sale hearing on August 20, 2026, while the company operates as a debtor-in-possession seeking to maximize stakeholder value. On the same date, a Nasdaq Hearings Panel denied continued listing, and the company expects Nasdaq to file Form 25 to complete delisting as its shares trade on the OTCID Basic Market under the symbol SGMOQ.

Positive

  • None.

Negative

  • Chapter 11 case: The company is operating as a debtor-in-possession after filing a voluntary Chapter 11 petition on June 23, 2026, and is pursuing a court-supervised process that may involve selling all or substantially all of its assets.
  • Nasdaq delisting: A Nasdaq Hearings Panel denied the company’s request to continue listing on The Nasdaq Capital Market, and Nasdaq is expected to file Form 25 to delist and deregister the common stock under Section 12(b).

Filing Explained

The company says it will not ask Nasdaq’s Listing and Hearing Review Council to review the July 14 denial, although the Council may act on its own within 45 calendar days; Nasdaq is expected to file Form 25, so delisting remains subject to that review window.

Item 1.03 Bankruptcy or Receivership Business
The company or a significant subsidiary has filed for bankruptcy or entered receivership.
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.
Chapter 11 Petition Date June 23, 2026 Voluntary petition for relief under Chapter 11 filed in the District of Delaware
Bid Deadline August 4, 2026 5:00 p.m. (Eastern Time) Deadline for interested parties to submit bids for any of the company’s assets
Auction August 10, 2026 10:00 a.m. (Eastern Time) Auction date if more than one qualified bid for the assets is received
Sale Hearing August 20, 2026 10:00 a.m. (Eastern Time) Court hearing where approval of successful and backup bids will be sought
Bankruptcy Case Number 26-10989 Case number for Sangamo Therapeutics, Inc. in the Delaware bankruptcy court
debtor-in-possession regulatory
"continues to operate its business as a “debtor-in-possession” under the jurisdiction of the Court"
A debtor-in-possession is a company that has filed for bankruptcy protection but is allowed to keep operating and managing its assets while a court oversees the restructuring process. Investors pay attention because this status can help preserve business value and cash flow during reorganization, affect the priority of new loans and claims, and shape how much existing shareholders and creditors ultimately recover—like a shopkeeper allowed to stay open while reorganizing debts under court supervision.
Bidding Procedures Order regulatory
"the Court entered an order (the “Bidding Procedures Order”) granting the relief requested"
Nasdaq Listing Rule 5550(a)(2) regulatory
"failure to comply with the minimum bid price requirement set forth in Nasdaq Listing Rule 5550(a)(2)"
Form 25 regulatory
"The Company expects Nasdaq will file a Form 25 with the Securities and Exchange Commission"
A Form 25 is an official filing with the U.S. Securities and Exchange Commission used to remove a company's stock or other security from a national exchange list. Investors should care because delisting often means less visibility, lower trading volume and wider price swings—similar to a product moving from a major supermarket to a small local market, which can make buying, selling and valuing the security more difficult.
chapter 11 plan sponsor regulatory
"and/or through a reorganization with a chapter 11 plan sponsor"

FAQ

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

What did Sangamo Therapeutics (SGMOQ) disclose about its Chapter 11 case?
Sangamo Therapeutics reported that, after its June 23, 2026 Chapter 11 filing, the Delaware bankruptcy court approved Bidding Procedures on July 14, 2026. These procedures govern a potential sale of all or substantially all assets and set deadlines for bids, a possible auction, and a sale hearing.

What are the key sale process dates for Sangamo Therapeutics (SGMOQ)?
The court-approved Bidding Procedures set an initial bid deadline of August 4, 2026 at 5:00 p.m. ET. If multiple qualified bids are received, an auction on August 10, 2026 at 10:00 a.m. ET will occur, followed by a sale hearing on August 20, 2026.

What decision did Nasdaq make regarding Sangamo Therapeutics (SGMOQ)?
A Nasdaq Hearings Panel issued a letter on July 14, 2026 denying Sangamo’s request to continue listing on The Nasdaq Capital Market. The company does not plan to seek further review and expects Nasdaq to file Form 25 to delist and deregister its common stock.

Where does Sangamo Therapeutics (SGMOQ) stock currently trade and under what symbol?
After suspension from Nasdaq, Sangamo’s common stock began trading on the OTCQB Venture Market on May 5, 2026. Following the Chapter 11 filing on June 23, 2026, the shares now trade on the OTCID Basic Market under the symbol “SGMOQ”.

Can Sangamo Therapeutics (SGMOQ) appeal the Nasdaq delisting decision?
Sangamo has 15 days from the Nasdaq panel’s July 14, 2026 letter to request review by the Nasdaq Listing and Hearing Review Council but does not intend to do so. The Council may still decide on its own to review the decision within 45 days.

What outcome is Sangamo Therapeutics (SGMOQ) seeking from the Chapter 11 process?
The company states that its objective is to maximize value for stakeholders. This may be achieved through a sale of all or substantially all assets to the highest bidder or bidders, and/or through a reorganization supported by a chapter 11 plan sponsor.

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

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NASDAQ 0001001233 true 0001001233 2026-07-14 2026-07-14
 
 

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): July 14, 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. ☐

 

*

Following a determination by the Nasdaq Stock Market LLC (“Nasdaq”) to delist the common stock of Sangamo Therapeutics, Inc. (the “Company”), the Company’s common stock was suspended from trading on Nasdaq on May 5, 2026 and currently trades on the OTCID Basic Market under the symbol “SGMOQ”. On July 14, 2026, the Nasdaq Hearings Panel issued a written determination letter denying the Company’s request to continue its listing on Nasdaq.

 

 
 

Item 1.03 Bankruptcy or Receivership.

As previously disclosed, on June 23, 2026 (the “Petition Date”), Sangamo Therapeutics, Inc. (the “Company”) filed a voluntary petition (Case No. 26-10989) for relief under Chapter 11 of the Bankruptcy Code in the United States Bankruptcy Court for the District of Delaware (such court, the “Court” and such case, the “Case”). On the Petition Date, the Company filed a motion (the “Bidding Procedures Motion”) (Docket No. 13) that sought approval of, among other things, certain auction and bidding procedures (the “Bidding Procedures”) in connection with a sale of all or substantially all of the Company’s assets and the approval designate stalking horse bidders. The Company continues to operate its business as a “debtor-in-possession” under the jurisdiction of the Court and in accordance with the applicable provisions of the Bankruptcy Code and orders of the Court.

On July 14, 2026, the Court entered an order (the “Bidding Procedures Order”) (Docket No. 122) granting the relief requested in the Bidding Procedures Motion. Pursuant to the Bidding Procedures Order, the Court approved, among other things, the Bidding Procedures, which provide for certain dates and deadlines in connection with the Company’s sale process, including the following:

Bid Deadline: Any party interested in submitting a bid for any of the Company’s assets must do so no later than August 4, 2026 at 5:00 p.m. (Eastern Time).

Auction: If the Company receives more than one qualified bid (including a combination of bids that, when considered together, constitute a qualified bid) for the Company’s assets, the Company will conduct an auction for the assets on August 10, 2026 at 10:00 a.m. (Eastern Time).

Sale Hearing: The Sale Hearing will take place on August 20, 2026, at 10:00 a.m. (Eastern Time). At the Sale Hearing, the Company will seek the Court’s approval of the successful bids and any backup bids.

The Company’s objective in the Case is to maximize value for its stakeholders, which may be achieved through the sale of all or substantially all assets to the highest bidder or bidders, and/or through a reorganization with a chapter 11 plan sponsor. All information about the Case, including the full Bidding Procedures and access to Court documents, is available online at https://www.veritaglobal.net/SangamoTherapeutics, a website administered by Verita Global, a third-party bankruptcy claims and noticing agent. The information on this website is not incorporated by reference into, and does not constitute part of, this Current Report on Form 8-K.

 

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

On July 14, 2026, the Company received a written determination letter (the “Letter”) from the Nasdaq Hearings Panel (the “Panel”) of the Nasdaq Stock Market LLC (“Nasdaq”) stating that the Panel has determined to deny the Company’s request to continue its listing on The Nasdaq Capital Market.

As previously disclosed, the Company received a delisting determination from Nasdaq on April 28, 2026 due to the Company’s failure to comply with the minimum bid price requirement set forth in Nasdaq Listing Rule 5550(a)(2). As a result, trading in the Company’s common stock was suspended from Nasdaq and began trading on the OTCQB Venture Market on May 5, 2026. The Company timely appealed the delisting determination, and a hearing before the Panel was held on June 9, 2026. On June 23, 2026, the Company filed a voluntary petition for relief under Chapter 11 of the United States Bankruptcy Code (Case No. 26-10989), and, as a result, the Company’s common stock currently trades on the OTCID Basic Market under the symbol “SGMOQ.”

The Company has 15 days from the date of the Letter to request that the Nasdaq Listing and Hearing Review Council (the “Council”) review the Panel’s decision, however the Company does not intend to request a review. The Council may, on its own motion, determine to review the Panel’s decision within 45 calendar days after issuance of the Letter. The Company expects Nasdaq will file a Form 25 with the Securities and Exchange Commission to delist the Company’s common stock from Nasdaq and deregister the common stock under Section 12(b) of the Securities Exchange Act of 1934, as amended.

 

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: July 20, 2026     By:  

/s/ SCOTT B. WILLOUGHBY

    Name:   Scott B. Willoughby
    Title:   Chief Legal Officer and Corporate Secretary

Source: View Original Filing on SEC EDGAR

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