[8-K] Silexion Therapeutics Corp Reports Material Event

Rhea-AI Filing Summary

Silexion Therapeutics Corp. received a Nasdaq Compliance Letter confirming it has met the Nasdaq Capital Market's shareholder equity requirement and minimum $1.00 bid price requirement. The company completed financings that increased pro forma shareholders' equity by $10.3 million to approximately $9.41 million as of September 15, 2025. After a 1-for-15 reverse share split effected July 29, 2025, the closing price of the ordinary shares has been above $1.00. Nasdaq will monitor the company via a mandatory panel monitor through September 23, 2026, and a future equity deficiency during that period could lead to a delist determination and a new hearing opportunity.

Positive

• Nasdaq confirmed restored compliance with both the Equity Requirement and the $1.00 Minimum Bid Price Requirement
• Pro forma shareholders' equity increased by $10.3 million to approximately $9.41 million as of September 15, 2025
• 1-for-15 reverse share split effective July 29, 2025 restored the closing share price above $1.00

Negative

• Subject to a mandatory panel monitor through September 23, 2026, increasing regulatory scrutiny
• Risk of immediate delisting procedures if the company again fails the Equity Requirement during the monitoring period, without a compliance plan option

Insights

Financial Analyst

TL;DR: Nasdaq has confirmed restored compliance after financings and a reverse split, reducing near-term listing risk but with a one-year monitoring condition.

The company materially addressed two listing deficiencies: the Equity Requirement and the Minimum Bid Price Requirement. The reported pro forma increase of $10.3 million to approximately $9.41 million in shareholders' equity indicates a strengthened balance sheet relative to the $2.5 million Nasdaq threshold. The 1-for-15 reverse split restored the per-share bid above $1.00. While this outcome removes immediate listing jeopardy, the mandatory panel monitor through September 23, 2026 means surveillance will be heightened and recurrence of an equity shortfall would lead directly to delisting procedures rather than additional cure periods.

Corporate Governance Expert

TL;DR: Corporate actions and financing cured listing deficiencies, but governance must prioritize capital and price stability during mandated monitoring.

Shareholder approval and execution of a reverse split, together with completed financings that increased equity to ~ $9.41 million, satisfied Nasdaq rules. The mandatory panel monitor imposes stricter oversight: any future failure to meet the Equity Requirement within the one-year monitoring window triggers a Delist Determination Letter without the normal opportunity to submit a compliance plan. This increases the governance imperative to maintain required equity and a stable stock price through September 23, 2026.

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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, 2025 (September 23, 2025)

Silexion Therapeutics Corp
(Exact name of registrant as specified in its charter)

Cayman Islands		001-42253		N/A
(State or other jurisdiction		(Commission File Number)		(I.R.S. Employer
of incorporation)				Identification No.)

12 Abba Hillel Road Ramat-Gan, Israel		5250606
(Address of principal executive offices)		(Zip Code)

+972-3-7564999

(Registrant’s telephone number, including area code)

N/A

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K 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
Ordinary Shares, par value $0.0135 per share		SLXN		The Nasdaq Stock Market LLC
Warrants exercisable for Ordinary Shares at an exercise price of $1,552.50 per share		SLXNW		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 8.01 Other Events.

Nasdaq Confirmation of Restoration of Compliance with Shareholders' Equity and Minimum Bid Price Listing Requirements

On September 23, 2025, Silexion Therapeutics Corp. (the “Company”) received a letter from The Nasdaq Stock Market LLC (“Nasdaq”) (the “Compliance Letter”) confirming that the Company has demonstrated compliance with both Nasdaq Listing Rule 5550(b)(1), which requires an issuer, such as the Company, listed on the Nasdaq Capital Market to maintain shareholders’ equity of at least $2.5 million (the “Equity Requirement”), and Nasdaq Listing Rule 5550(a)(2), which requires a listed issuer, such as the Company, to maintain a minimum bid price of $1.00 per share (the “Minimum Bid Price Requirement”).

As previously reported, following a hearing with the Nasdaq Hearings Panel (the “Panel”) on June 26, 2025, the Company received a favorable decision letter from the Panel on July 7, 2025, granting the Company’s request to continue its listing on Nasdaq, subject to the Company demonstrating compliance with the Equity Requirement by September 19, 2025. As affirmed by the Company in its Current Report on Form 8-K filed on September 15, 2025, the Company completed a series of financing transactions, which collectively increased the Company’s shareholders’ equity on a pro forma basis as of July 31, 2025 by $10.3 million to approximately $9.41 million as of September 15, 2025.

Also as previously reported, on July 18, 2025, the Company received a letter from the Listing Qualifications Department (the “Staff”) of Nasdaq notifying the Company that, for the 30 consecutive business days preceding the letter, the closing bid price of the Company’s ordinary shares was below the minimum $1.00 per share required for compliance with the Minimum Bid Price Requirement. The Staff indicated in the letter that the Panel would consider the bid price deficiency in its decision as to whether to enable the Company to remain listed on the Nasdaq Capital Market. Following shareholder approval at the Company’s reconvened annual general meeting on July 14, 2025, the Company effected a 1-for-15 reverse share split on July 29, 2025, and since that time, the closing price of the Company’s ordinary shares has been above $1.00.

Based on the above-described evidence of the Company’s restoration of compliance with each of the Equity Requirement and the Minimum Bid Price Requirement, Nasdaq issued the Compliance Letter confirming that the Company is now in compliance with each of those requirements for continued listing on The Nasdaq Capital Market.

Pursuant to Nasdaq Listing Rule 5815(d)(4)(B), the Company will be subject to a mandatory panel monitor until September 23, 2026. If, within that one-year monitoring period, the Staff finds the Company again out of compliance with the Equity Requirement, notwithstanding Nasdaq Listing Rule 5810(c)(2), the Company would not be permitted to provide the Staff with a plan of compliance with respect to that deficiency and the Staff would not be permitted to grant additional time for the Company to regain compliance with respect to that deficiency, nor would the Company be afforded an applicable cure or compliance period pursuant to Nasdaq Listing Rule 5810(c)(3). Instead, the Staff would issue a “Delist Determination Letter” and the Company would have an opportunity to request a new hearing with the initial Panel or a newly convened hearings panel if the initial Panel is unavailable.

SIGNATURE

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.

	SILEXION THERAPEUTICS CORP
Date: September 25, 2025	By: /s/ Ilan Hadar
	Name:	Ilan Hadar
	Title:	Chief Executive Officer

FAQ

Has Silexion Therapeutics (SLXN) regained compliance with Nasdaq listing rules?

Yes. Nasdaq issued a Compliance Letter confirming the company meets the Equity Requirement and the $1.00 Minimum Bid Price Requirement.

How much did shareholders' equity increase for SLXN and what is the pro forma equity amount?

Financings increased shareholders' equity by $10.3 million to approximately $9.41 million on a pro forma basis as of September 15, 2025.

What corporate action restored SLXN's minimum bid price?

The company completed a 1-for-15 reverse share split on July 29, 2025, after which the closing share price has been above $1.00.

What monitoring or restrictions apply after Nasdaq's compliance confirmation?

Pursuant to Nasdaq rules, SLXN is under a mandatory panel monitor until September 23, 2026; a future failure to meet the Equity Requirement during that period would lead to delisting procedures.

If SLXN falls out of compliance again during monitoring, can it submit a compliance plan?

No. If the Staff finds SLXN out of compliance with the Equity Requirement during the monitoring period, the Staff would issue a Delist Determination Letter and would not accept a compliance plan for that deficiency.