Athira Pharma Faces Nasdaq Delisting Warning

TL;DR

Nasdaq says Athira's stock price is too low, giving them until April to fix it or get booted.

AI Summary

Athira Pharma, Inc. announced on October 16, 2024, that it received a notice from The Nasdaq Stock Market indicating a failure to meet the minimum bid price requirement for continued listing. The company has 180 calendar days, until April 14, 2025, to regain compliance.

Why It Matters

This delisting warning suggests potential financial distress or lack of investor confidence, which could impact the company's ability to raise capital and its stock valuation.

Risk Assessment

Risk Level: high — Failure to meet the minimum bid price requirement on Nasdaq poses a significant risk of delisting, which can severely impact liquidity and investor confidence.

Key Numbers

• 180 days — Compliance Period (Timeframe to regain minimum bid price)

Key Players & Entities

• Athira Pharma, Inc. (company) — Registrant
• The Nasdaq Stock Market (company) — Listing Exchange
• April 14, 2025 (date) — Compliance Deadline
• October 16, 2024 (date) — Notice Date

FAQ

Key Financial Figures

• $0.0001 — nge on which registered Common Stock, $0.0001 par value per share ATHA The Nasdaq
• $1.00 — ties to maintain a minimum bid price of $1.00 per share (the "Minimum Bid Price Requi
• $300,000,000 — gregate offering amount of no more than $300,000,000, which is the amount that was registere

Filing Documents

• atha-20241016.htm (8-K) — 49KB
• 0000950170-24-115592.txt ( ) — 167KB
• atha-20241016.xsd (EX-101.SCH) — 26KB
• atha-20241016_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 October 16, 2024, Athira Pharma, Inc. (the "Company") received a notification letter (the "Bid Price Notice") from the Listing Qualifications Department of The Nasdaq Stock Market, LLC ("Nasdaq") notifying the Company that, based on the closing bid price of the Company's common stock, par value $0.0001 per share (the "Common Stock"), for the preceding 30 consecutive business days, the Company was not in compliance with the minimum bid price requirement for continued listing on The Nasdaq Global Select Market. Nasdaq Listing Rule 5450(a)(1) requires listed securities to maintain a minimum bid price of $1.00 per share (the "Minimum Bid Price Requirement"), and Nasdaq Listing Rule 5810(c)(3)(A) provides that a failure to meet the Minimum Bid Price Requirement exists if the deficiency continues for a period of 30 consecutive business days. The Bid Price Notice has no immediate effect on the listing of the Common Stock, which continues to trade on The Nasdaq Global Select Market under the symbol "ATHA". Pursuant to Nasdaq Listing Rule 5810(c)(3)(A), the Company has an initial compliance period of 180 calendar days, or until April 14, 2025, to regain compliance with the Minimum Bid Price Requirement. To regain compliance, the closing bid price of the Common Stock must be at least $1.00 per share for a minimum of 10 consecutive business days during the 180 day period on or prior to April 14, 2025, and the Company must otherwise satisfy The Nasdaq Global Select Market's requirements for listing. In the event the Company does not regain compliance with the Minimum Bid Price Requirement by April 14, 2025, the Company may be eligible for additional time to regain compliance by transferring to the Nasdaq Capital Market. To qualify, the Company will be required to meet the continued listing requirements for the market value of publicly held shares and all othe

01. Other Events

Item 8.01. Other Events. The Company intends to file a registration statement on Form S-3 with the Securities and Exchange Commission (the "2024 Registration Statement") on or about the date hereof. The 2024 Registration Statement is expected to be filed in the ordinary course of business due to the impending expiration of the Company's existing shelf registration statement on Form S-3, which expires on November 24, 2024 (the "2021 Registration Statement"). Upon its effectiveness, the Company may use the 2024 Registration Statement to offer and sell securities having an aggregate offering amount of no more than $300,000,000, which is the amount that was registered but not previously sold under the 2021 Registration Statement. The 2024 Registration Statement, once effective, will continue to provide the Company with flexibility to access the public capital markets in response to financing and business opportunities that may arise from time to time over its expected three-year term. This Current Report on Form 8-K shall not constitute an offer to sell or the solicitation of an offer to buy the securities discussed herein, nor shall there be any sale of such securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.

Forward-Looking Statements

Forward-Looking Statements This Current Report on Form 8-K contains forward-looking statements within the meaning of Section 27A of the Securities Act and Section 21E of the Securities Exchange Act of 1934, as amended. Forward-looking statements generally relate to future events. In some cases, you can identify forward-looking statements because they contain words such as "may," "will," "should," "expects," "plans," "anticipates," "could," "intends," "target," "projects," "contemplates," "believes," "estimates," "predicts," "potential" or "continue" or the negative of these words or other similar terms or expressions that concern the proposed transaction and the Company's expectations, strategy, plans or intentions regarding it. Forward-looking statements in this Current Report on Form 8-K include, but are not limited to, the Company's intent and ability to regain compliance with the Minimum Bid Price Requirement, the Company's potential eligibility for an additional compliance period, the Company's intent to file a registration statement on Form S-3, and the Company's ability to access the public capital markets. All forward-looking statements included in this Current Report on Form 8-K are made as of the date of this report, based on information currently available to the Company, deal with future events, and are subject to various risks and uncertainties, including the risk that the Company may not meet the Minimum Bid Price Requirement by the required compliance date or in the future, the risk that the Company may not otherwise meet the requirements for continued listing under the Nasdaq listing rules, the risk that Nasdaq may not grant the Company relief from delisting if necessary, the risk that the Company may not ultimately meet applicable Nasdaq requirements if any such relief is necessary, the risk that the Company may not file a registration statement on Form S-3, the risk that the proposed registration statement on Form S-3 may not be declared effect

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. Athira Pharma, Inc. Date: October 18, 2024 By: /s/ Mark Litton Mark Litton President and Chief Executive Officer

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View this 8-K filing on SEC EDGAR