Tempest Therapeutics gets Nasdaq $1 bid-price notice

Q: What is TPST's Nasdaq bid-price compliance deadline?

TPST has until May 3, 2027 to regain Nasdaq's minimum bid-price compliance. Its closing bid must be at least $1.00 per share for a minimum of 10 consecutive business days before that date.

Q: Can TPST receive more time to meet Nasdaq's bid-price rule?

TPST may be eligible for an additional 180-day period if it meets the continued listing requirement for market value of publicly held shares and all other initial listing standards for The Nasdaq Capital Market, except the bid-price requirement. It must notify Nasdaq in writing of its intention to cure through a reverse stock split, if necessary, and Nasdaq must determine it appears capable of curing the deficiency.

The notice has no immediate effect on TPST's listing or operations; another 180-day cure period depends on Nasdaq's eligibility criteria.

Available on EDGAR 11/06/2026 - 06:02 AM EST Accepted by SEC EDGAR 11/05/2026 - 05:50 PM EST

Filing Impact

(High)

Filing Sentiment

(Negative)How Sentiment works

Sentiment and the balance of points

Rhea-AI Sentiment reads the wording of the document, how positive or negative its language is on a 1 to 5 scale. The balance of points shown with the takes weighs what the document actually discloses, so the two can disagree, for example when a trial that missed its main goal is described in upbeat language.

How Sentiment works How the balance works

Form Type

8-K

Rhea-AI Filing Summary

Tempest Therapeutics, Inc. (TPST) received a Nasdaq notice after its common stock closed below the $1.00 minimum bid price for 30 consecutive business days. The notice has no immediate effect on the stock’s Nasdaq listing or the company’s operations. TPST has until May 3, 2027, a 180-calendar-day period, to regain compliance by closing at or above $1.00 for a minimum of 10 consecutive business days.

If TPST does not meet the deadline, it may be eligible for an additional 180-day period if it meets the continued listing requirement for market value of publicly held shares and all other initial listing standards for The Nasdaq Capital Market, except the bid-price requirement. TPST must also notify Nasdaq in writing of its intention to cure the deficiency by effecting a reverse stock split, if necessary, and Nasdaq must determine it appears capable of curing the deficiency. If TPST does not qualify for that period or fails to regain compliance during it, Nasdaq will notify the company that its common stock is subject to delisting, and TPST may appeal to a Nasdaq hearings panel.

0 points · 0 major

How this balance works

Rhea-AI gives every point it takes from this document a weight. Minor counts 1, Moderate 3 and Major 9, so one Major point outweighs several Minor ones. The bar adds up the weights on each side, and when neither side holds more than 65% of the total the balance reads Mixed.

It reads the document as published, with the same rules for every company, and it does not look at what the market expected or at how the stock traded, so a point can be objectively good on a day the stock falls.

Rhea-AI Sentiment measures something else, the tone of the wording.

How the balance works How Sentiment works

0 major · 1 point

How the balance works

Positive

None.

Negative

Moderate pointNasdaq's $1.00 bid-price deficiency followed 30 consecutive business days below the threshold.

8-K Event Classification

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

1 item

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.

Key Figures

Minimum closing bid price: $1.00 per share Below-minimum bid-price period: 30 consecutive business days Initial compliance period: 180 calendar days +3 more

6 metrics

Minimum closing bid price $1.00 per share Nasdaq continued listing requirement

Below-minimum bid-price period 30 consecutive business days Period cited in Nasdaq's notice

Initial compliance period 180 calendar days Period to regain compliance

Compliance deadline May 3, 2027 Deadline to regain compliance

Required compliant closing bid streak 10 consecutive business days Minimum period at or above $1.00 per share

Potential additional compliance period 180 calendar days May be available if Nasdaq's stated conditions are met

Key Terms

minimum closing bid price, continued listing requirement, Nasdaq hearings panel

3 terms

minimum closing bid price regulatory

"the minimum closing bid price required by the continued listing requirements"

A minimum closing bid price is the lowest share price a stock must register at market close—often set by an exchange or regulator and sometimes measured over a series of days—to keep the stock listed. Think of it like a minimum score a team must maintain to stay in a league; falling below it can trigger warnings, delisting risk, or corporate fixes such as reverse stock splits, and so it matters because it affects liquidity, investor access and the value and tradability of shares.

continued listing requirement regulatory

"the continued listing requirement for market value of publicly held shares"

Rules a stock exchange sets that a publicly traded company must follow to keep its shares listed, such as minimum share price, market value, shareholder equity, and timely financial reporting. These rules matter to investors because failing them can lead to removal from the exchange, which can make shares harder to buy or sell and often lowers their value — like a club with membership requirements where losing eligibility restricts access and signals trouble.

Nasdaq hearings panel regulatory

"appeal the delisting determination to a Nasdaq hearings panel"

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.

FAQ

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

What is TPST's Nasdaq bid-price compliance deadline?

TPST has until May 3, 2027 to regain Nasdaq's minimum bid-price compliance. Its closing bid must be at least $1.00 per share for a minimum of 10 consecutive business days before that date.

Can TPST receive more time to meet Nasdaq's bid-price rule?

TPST may be eligible for an additional 180-day period if it meets the continued listing requirement for market value of publicly held shares and all other initial listing standards for The Nasdaq Capital Market, except the bid-price requirement. It must notify Nasdaq in writing of its intention to cure through a reverse stock split, if necessary, and Nasdaq must determine it appears capable of curing the deficiency.

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 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): November 4, 2026

Tempest Therapeutics, Inc.

(Exact name of Registrant as Specified in Its Charter)

Delaware		001-35890		45-1472564
(State or Other Jurisdiction of Incorporation)		(Commission File Number)		(IRS Employer Identification No.)

2000 Sierra Point Parkway, Suite 400
Brisbane, California		94005
(Address of Principal Executive Offices)		(Zip Code)

Registrant’s Telephone Number, Including Area Code: (415) 798-8589

(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, $0.001 par value	TPST	The Nasdaq Stock Market LLC
Series A Junior Participating Preferred Purchase Rights	N/A	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 3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing.

On November 4, 2026, Tempest Therapeutics, Inc., a Delaware corporation (the “Company”), received a letter from the Listing Qualifications Staff (the “Staff”) of The Nasdaq Stock Market LLC (“Nasdaq”) notifying the Company that for the last 30 consecutive business days, the bid price of the Company’s common stock had closed below $1.00 per share, the minimum closing bid price required by the continued listing requirements of Nasdaq Listing Rule 5550(a)(2).

The notification received has no immediate effect on the listing of the Company’s common stock on the Nasdaq Stock Market or on the Company’s business operations. In accordance with Nasdaq Listing Rule 5810(c)(3)(A), the Company has 180 calendar days, or until May 3, 2027 (the “Compliance Date”), to regain compliance with the minimum bid price requirement. To regain compliance, the closing bid price of the Company’s common stock must be at least $1.00 per share for a minimum of 10 consecutive business days before the Compliance Date.

If the Company’s common stock does not achieve compliance by the Compliance Date, the Company may be eligible for an additional 180-day period to regain compliance if it meets the continued listing requirement for market value of publicly held shares and all other initial listing standards for The Nasdaq Capital Market, with the exception of the bid price requirement, and provides written notice to Nasdaq of its intention to cure the deficiency during the second compliance period by effecting a reverse stock split, if necessary. It must otherwise appear to Nasdaq that the Company is capable of curing the deficiency. If the Company does not qualify for the second compliance period or fails to regain compliance during the second 180 calendar day period, then Nasdaq will notify the Company that its ordinary shares are subject to delisting, at which time the Company would have an opportunity to appeal the delisting determination to a Nasdaq hearings panel.

The Company intends to actively monitor the closing bid price of its common stock between now and the Compliance Date and will evaluate available options to resolve the deficiency and regain compliance with the minimum bid price rule.

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.

	TEMPEST THERAPEUTICS, INC.

Date: November 5, 2026	By:	/s/ Matthew Angel
	Name:	Matthew Angel
	Title:	Chief Executive Officer

Source: View Original Filing on SEC EDGAR

Filing Exhibits & Attachments

4 documents