Sequans (NYSE: SQNS) back in NYSE compliance after $195M equity deal

Rhea-AI Filing Summary

Sequans Communications S.A. reports that it has regained compliance with New York Stock Exchange continued listing standards. The NYSE had previously notified Sequans on June 5, 2025 that its average global market capitalization over 30 trading days had fallen below $50 million and that its stockholders’ equity was also below $50 million. To address these deficiencies, the company undertook corrective actions, primarily a $195 million equity private placement that closed on July 7, 2025, which increased both stockholders’ equity and market capitalization. Following these measures, the NYSE has confirmed that Sequans is now fully compliant with all applicable listing requirements.

Positive

• NYSE compliance restored: After previously breaching NYSE thresholds for average global market capitalization and stockholders’ equity, Sequans is now confirmed as fully compliant with all listing standards, removing an immediate delisting risk.
• Capital base strengthened: A $195 million equity private placement completed July 7, 2025 increased stockholders’ equity and market capitalization to levels sufficient to cure the NYSE deficiency.

Negative

• None.

Insights

Equity & listing analyst

Sequans resolves NYSE non-compliance through a $195M equity deal.

Sequans Communications S.A. discloses that it has moved from NYSE non-compliance back to full compliance with continued listing standards. The earlier shortfall was triggered when both its average 30-day global market capitalization and stockholders’ equity fell below $50 million, putting its listing at risk.

The company responded with corrective actions centered on a sizeable equity private placement of $195 million, which closed on July 7, 2025. This transaction increased stockholders’ equity and supported market capitalization to levels that now satisfy NYSE thresholds.

The NYSE has confirmed that Sequans is fully compliant with all applicable listing requirements after these measures. This removes the immediate delisting risk highlighted by the June 5, 2025 notice and stabilizes the company’s exchange listing status, though the equity raise also implies meaningful dilution relative to the earlier capital base.

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 under the Securities Exchange Act of 1934

For the month of January 2026

Commission File Number: 001-35135

Sequans Communications S.A.

(Translation of Registrant’s name into English)

15-55 boulevard Charles de Gaulle

92700 Colombes, France

Telephone : +33 1 70 72 16 00

(Address of Principal Executive Office)

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 R Form 40-F £

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): Yes £ NoR

Note: Regulation S-T Rule 101(b)(1) only permits the submission in paper of a Form 6-K if submitted solely to provide an attached annual report to security holders.

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): Yes £ NoR

Note: Regulation S-T Rule 101(b)(7) only permits the submission in paper of a Form 6-K if submitted to furnish a report or other document that the registrant foreign private issuer must furnish and make public under the laws of the jurisdiction in which the registrant is incorporated, domiciled or legally organized (the registrant’s “home country”), or under the rules of the home country exchange on which the registrant’s securities are traded, as long as the report or other document is not a press release, is not required to be and has not been distributed to the registrant’s security holders, and, if discussing a material event, has already been the subject of a Form 6-K submission or other Commission filing on EDGAR.  

The information in this report furnished on Form 6-K shall be incorporated by reference into each of the following Registration Statements under the Securities Act of 1933, as amended, of the registrant: Form S-8 (File Nos. 333-203539, 333-211011, 333-214444, 333-215911, 333-219430, 333-226458, 333-233473, 333-239968, 333-259914, 333-266481 and 333-289027) and Form F-3 (File Nos. 333-271884, 333-288708, 333-288709 and 333-289847).

Explanatory Note

On January 15, 2026, Sequans Communications S.A. (“Sequans” or “the Company”) announced that it regained compliance with the New York Stock Exchange (NYSE) continued listing standards.

On June 5, 2025, the NYSE notified Sequans of its non-compliance due to the Company’s average global market capitalization falling below $50 million over a consecutive 30-trading-day period, while at the same time, its stockholders’ equity was below $50 million.

To address these deficiencies and restore compliance, Sequans took corrective actions, including primarily increasing its stockholders’ equity and market capitalization following a $195 million equity private placement that closed July 7, 2025.

Following these measures, the NYSE has confirmed that Sequans is now fully compliant with all applicable listing requirements.

EXHIBIT INDEX

The following exhibit is filed as part of this Form 6-K:

Exhibit			Description
99.1			Press release dated January 15, 2026

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.

SEQUANS COMMUNICATIONS S.A. (Registrant)

Date: January 15, 2026

By:

/s/ Deborah Choate

Deborah Choate

Chief Financial Officer

FAQ

What did Sequans Communications (SQNS) announce in this Form 6-K?

Sequans announced that it has regained compliance with New York Stock Exchange continued listing standards. The exchange confirmed that the company is now fully compliant with all applicable listing requirements after earlier deficiencies related to market capitalization and stockholders’ equity.

Why was Sequans previously out of compliance with NYSE listing standards?

On June 5, 2025, the NYSE notified Sequans that it was non-compliant because its average global market capitalization over a consecutive 30-trading-day period had fallen below $50 million, and at the same time its stockholders’ equity was also below $50 million.

How did Sequans address the NYSE non-compliance issue?

Sequans undertook corrective actions that primarily involved increasing stockholders’ equity and market capitalization through a $195 million equity private placement. This transaction closed on July 7, 2025 and helped restore compliance with NYSE standards.

How large was the equity financing Sequans completed to restore compliance?

The company completed an equity private placement of approximately $195 million, which increased its stockholders’ equity and contributed to lifting its global market capitalization above NYSE minimum thresholds.

Is Sequans currently in full compliance with all NYSE listing requirements?

Yes. Following the equity private placement and related measures, the NYSE has confirmed that Sequans is now fully compliant with all applicable listing requirements for continued trading on the exchange.

What document is attached to Sequans’ January 2026 Form 6-K?

The Form 6-K includes an exhibit labeled 99.1, which is a press release dated January 15, 2026 that provides additional information about the company’s return to NYSE compliance.