UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): May 30, 2023 Bellicum Pharmaceuticals, Inc.
(Exact name of registrant as specified in its charter) | | | | | | | | | | | | | | |
| Delaware | | 001-36783 | | 20-1450200 |
(State or other jurisdiction
of incorporation) | | (Commission
File Number) | | (IRS Employer
Identification No.) |
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3730 Kirby Drive, Ste. 1200, Houston, TX 77098
(Address of principal executive offices, including zip code)
Registrant’s telephone number, including area code: 281-454-3424
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligations of the registrant under any of the following provisions:
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| ☐ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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| ☐ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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| ☐ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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| ☐ | 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:
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| Title of each class | Trading Symbol(s) | Name of each exchange on which registered |
| Common Stock, par value $0.01 per share | BLCM | The 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 3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing.
As previously disclosed by Bellicum Pharmaceuticals, Inc. (the “Company”), pursuant to a Current Report on Form 8-K filed with the Securities and Exchange Commission (the “SEC”) on April 11, 2023, on April 6, 2023, the Company received notice from The Nasdaq Stock Market LLC (“Nasdaq”) that the Company’s stockholders’ equity as reported in the Company’s Annual Report on Form 10-K for the year ended December 31, 2022 does not satisfy the Nasdaq Capital Market continued listing requirement set forth in Nasdaq Listing Rule 5550(b)(1) (“Rule 5550(b)(1)”). The Company was given until May 19, 2023 to submit to Nasdaq a plan to regain compliance with Rule 5550(b)(1).
The Company did not submit such a plan to Nasdaq. As a result, on May 24, 2023, the Company received written notification from Nasdaq stating that, subject to the Company’s right to request an appeal, trading of the Company’s common stock will be suspended at the opening of business on June 2, 2023, and a Form 25-NSE will be filed thereafter with the SEC, which will remove the Company’s securities from listing and registration on Nasdaq. The Company does not intend to request an appeal of the delisting determination.
The Company anticipates that effective June 2, 2023, the Company’s common stock will commence trading on the OTCQX marketplace under the symbol “BLCM.” Quotes and related Company information will be available at www.otcmarkets.com.
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.
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| | | Bellicum Pharmaceuticals, Inc. |
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| Dated: May 30, 2023 | | | By: | | /s/ Richard A. Fair |
| | | | | Richard A. Fair |
| | | | | President and Chief Executive Officer |
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