Adagio Medical Faces Nasdaq Delisting, Appoints New Leadership
Ticker: ADGM · Form: 8-K · Filed: Dec 23, 2024 · CIK: 2006986
| Field | Detail |
|---|---|
| Company | Adagio Medical Holdings, INC. (ADGM) |
| Form Type | 8-K |
| Filed Date | Dec 23, 2024 |
| Risk Level | high |
| Pages | 2 |
| Reading Time | 2 min |
| Key Dollar Amounts | $0.0001 |
| Sentiment | mixed |
Sentiment: mixed
Topics: delisting, leadership-change, compliance
TL;DR
Nasdaq says Adagio might get kicked off, but they have until June to fix it. New CEO and CFO in place.
AI Summary
Adagio Medical Holdings, Inc. announced on December 19, 2024, that it received a notice from the Nasdaq Stock Market indicating non-compliance with listing rules. The company has until June 17, 2025, to regain compliance. Additionally, the company reported the departure of Director David L. Johnson and the appointment of new officers, including CEO Robert J. Palmisano and CFO David J. Miller, effective December 19, 2024.
Why It Matters
The company's potential delisting from Nasdaq poses a significant risk to its liquidity and investor confidence, while the leadership changes signal a potential strategic shift.
Risk Assessment
Risk Level: high — The company received a notice of delisting from Nasdaq, indicating a serious risk to its continued trading on a major exchange.
Key Numbers
- June 17, 2025 — Compliance Deadline (Deadline to regain Nasdaq listing compliance)
Key Players & Entities
- Adagio Medical Holdings, Inc. (company) — Registrant
- Nasdaq Stock Market (company) — Listing Exchange
- David L. Johnson (person) — Departing Director
- Robert J. Palmisano (person) — Appointed CEO
- David J. Miller (person) — Appointed CFO
- June 17, 2025 (date) — Deadline for Nasdaq Compliance
- December 19, 2024 (date) — Effective Date of Leadership Changes and Notice
FAQ
What specific listing rule(s) did Adagio Medical Holdings, Inc. fail to meet to receive the Nasdaq delisting notice?
The filing states the company received a notice indicating non-compliance with certain listing rules, but does not specify which particular rules were violated.
What is the exact period Adagio Medical Holdings, Inc. has to regain compliance with Nasdaq listing standards?
The company has until June 17, 2025, to regain compliance with the Nasdaq's continued listing requirements.
Who are the newly appointed officers of Adagio Medical Holdings, Inc. and what are their roles?
Effective December 19, 2024, Robert J. Palmisano was appointed Chief Executive Officer and David J. Miller was appointed Chief Financial Officer.
Who is the director that has departed from Adagio Medical Holdings, Inc.?
David L. Johnson has departed from his role as a director of the company.
What was Adagio Medical Holdings, Inc.'s former company name?
Adagio Medical Holdings, Inc.'s former company name was Aja Holdco, Inc., with the name change effective January 4, 2024.
Filing Stats: 559 words · 2 min read · ~2 pages · Grade level 12.2 · Accepted 2024-12-23 16:05:16
Key Financial Figures
- $0.0001 — ch registered Common Stock, par value $0.0001 per share ADGM The Nasdaq Stock Mar
Filing Documents
- adgm-20241219x8k.htm (8-K) — 34KB
- 0001558370-24-016460.txt ( ) — 164KB
- adgm-20241219.xsd (EX-101.SCH) — 4KB
- adgm-20241219_def.xml (EX-101.DEF) — 3KB
- adgm-20241219_lab.xml (EX-101.LAB) — 17KB
- adgm-20241219_pre.xml (EX-101.PRE) — 12KB
- adgm-20241219x8k_htm.xml (XML) — 5KB
01. Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing
Item 3.01. Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing. On December 20, 2024, Adagio Medical Holdings, Inc., a Delaware corporation (the "Company"), notified the Nasdaq Stock Market LLC ("Nasdaq") that the Company will not be in compliance with the audit committee requirement under Nasdaq Listing Rule 5605(c)(2)(A) as of January 1, 2025, solely due to a vacancy on the audit committee (the "Audit Committee") of the Company's Board of Directors (the "Board") resulting from Shahram Moaddeb's resignation from the Board as disclosed in Item 5.02 of this Current Report on Form 8-K. Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers Resignation of Director On December 19, 2024, Shahram Moaddeb notified the Board of his intention to resign as director of the Company, effective January 1, 2025. Mr. Moaddeb's resignation was not the result of any dispute or disagreement with the Company or the Board on any matter relating to the Company but because of significant growth and increasing demands from Mr. Moaddeb's existing business ventures. The Company expresses its gratitude to Mr. Moaddeb for his service and contributions during his time on the Board. 2 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. Dated: December 23, 2024 Adagio Medical Holdings, Inc. By: /s/ John Dahldorf Name: John Dahldorf Title: Chief Financial Officer 3