SeaStar Medical Faces Nasdaq Delisting Warning

TL;DR

Nasdaq's kicking SeaStar out, they gotta fix it or it's game over.

AI Summary

SeaStar Medical Holding Corp. announced on December 24, 2024, that it received a notice from The Nasdaq Stock Market indicating a failure to meet continued listing requirements. The company is currently evaluating its options to regain compliance and avoid delisting.

Why It Matters

This notice suggests potential financial distress or operational challenges for SeaStar Medical, which could significantly impact its stock value and investor confidence.

Risk Assessment

Risk Level: high — Receiving a delisting notice from a major stock exchange like Nasdaq indicates significant non-compliance with listing standards, posing a substantial risk to the company's future trading and financial stability.

Key Players & Entities

• SeaStar Medical Holding Corp (company) — Registrant
• Nasdaq Stock Market (company) — Exchange issuing delisting notice
• December 24, 2024 (date) — Date of delisting notice

FAQ

Key Financial Figures

• $0.0001 — ich registered Common Stock par value $0.0001 per share ICU The Nasdaq Stock Mark
• $11.50 — sable for one share of Common Stock for $11.50 per share ICUCW The Nasdaq Stock Ma
• $35 m — um market value of listed securities of $35 million, as set forth in Nasdaq Listing R
• $35 million — ities (the "Securities") had been below $35 million for 30 consecutive business days. On D

Filing Documents

• ea0226079-8k_seastar.htm (8-K) — 35KB
• 0001213900-24-112673.txt ( ) — 252KB
• icu-20241224.xsd (EX-101.SCH) — 4KB
• icu-20241224_def.xml (EX-101.DEF) — 26KB
• icu-20241224_lab.xml (EX-101.LAB) — 36KB
• icu-20241224_pre.xml (EX-101.PRE) — 25KB
• ea0226079-8k_seastar_htm.xml (XML) — 6KB

01. Notice of Delisting or Failure to

Item 3.01. Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing. As previously disclosed, on June 24, 2024, SeaStar Medical Holding Corporation (the "Company") received a written notification from the Listing Qualifications staff of The Nasdaq Stock Market ("Nasdaq") that the Company was not in compliance with the requirement to maintain a minimum market value of listed securities of $35 million, as set forth in Nasdaq Listing Rule 5550(b)(2) (the "Rule"), because the market value of the Company's listed securities (the "Securities") had been below $35 million for 30 consecutive business days. On December 24, 2024, the Company received written notification (the "Notification") from Nasdaq stating that the Company had not regained compliance with the Rule. Pursuant to the Notification, the Securities are subject to delisting from Nasdaq on January 3, 2025, unless the Company requests a hearing before the Nasdaq Hearings Panel (the "Panel") by December 31, 2024. The Company intends to appeal the delisting determination before the Panel and regain compliance with the Rule. Under Nasdaq rules, the delisting of the Securities will be stayed during the pendency of the appeal and during such time the Securities will continue to be listed on Nasdaq. If the Company does not request a hearing before the Panel by December 31, 2024, the Securities would be scheduled for delisting at the opening of business on January 3, 2025 and a Form 25-NSE would be filed with the Securities and Exchange Commission to remove the Securities from listing and registration on the Nasdaq Stock Market. The Company currently intends to submit its request for an appeal before the Panel prior to December 31, 2024. There can be no assurance that such appeal will be successful or that the Company will be able to regain compliance with the Rule or maintain compliance with other Nasdaq listing requirements. If the Company's appeal is denied or if it fai

Forward-Looking Statements

Forward-Looking Statements Certain information contained in this Current Report on Form 8-K includes "forward-looking statements" within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. We may in some cases use terms such as "predicts," "believes," "potential," "continue," "anticipates," "estimates," "expects," "plans," "intends," "may," "could," "might," "likely," "will," "should" or other words that convey uncertainty of the future events or outcomes to identify these forward-looking statements. Our forward-looking statements are based on current beliefs and expectations of our management team that involve risks, potential changes in circumstances, assumptions, and uncertainties, including statements regarding our ability to regain compliance with the Nasdaq continued listing requirements and the outcome of any hearing we might request. Any or all of the forward-looking statements may turn out to be wrong or be affected by assumptions we make that later turn out to be incorrect, or by known or unknown risks and uncertainties. These forward-looking statements are subject to risks and uncertainties including risks related to our ability to regain compliance with Nasdaq's continued listing requirements or otherwise maintain compliance with any other listing requirement of the Nasdaq Capital Market, the potential de-listing of our shares from the Nasdaq Capital Market due to our failure to comply with the applicable rules, and the other risks set forth in our filings with the Securities and Exchange Commission, including in our Annual Report on Form 10-K and our Quarterly Reports on Form 10-Q. For all these reasons, actual results and developments could be materially different from those expressed in or implied by our forward-looking statements. You are cautioned not to place undue reliance on these forward-looking statements, which are made only as of the date of this Current R

SIGNATURES

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. SeaStar Medical Holding Corporation Date: December 26, 2024 By: /s/ Eric Schlorff Name: Eric Schlorff Title: Chief Executive Officer 2

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View this 8-K filing on SEC EDGAR