Windtree Therapeutics Faces Delisting Concerns

TL;DR

Windtree Therapeutics might get delisted, trading could be affected.

AI Summary

Windtree Therapeutics, Inc. filed an 8-K on December 5, 2024, to report a notice of delisting or failure to satisfy a continued listing rule. The filing indicates a potential transfer of listing, though specific details regarding the rule violation or the new listing venue are not provided in this excerpt.

Why It Matters

This filing signals potential financial distress or non-compliance with exchange rules, which could significantly impact the company's stock trading and investor confidence.

Risk Assessment

Risk Level: high — A notice of delisting or failure to meet listing standards indicates significant financial or operational issues that could lead to the stock becoming illiquid or worthless.

Key Numbers

• 001-39290 — Commission File Number (Identifies the company's SEC filing history.)
• 94-3171943 — I.R.S. Employer Identification No. (Company's tax identification number.)

Key Players & Entities

• Windtree Therapeutics, Inc. (company) — Registrant
• Delaware (jurisdiction) — State of incorporation
• 2600 Kelly Road, Suite 100, Warrington, Pennsylvania 18976 (address) — Business and mailing address

FAQ

Key Financial Figures

• $0.001 — h registered Common Stock , par value $0.001 per share WINT The Nasdaq Capital Ma
• $1.00 — on Stock "), has been below the minimum $1.00 per share required for continued listin

Filing Documents

• wint20241205_8k.htm (8-K) — 29KB
• 0001437749-24-036752.txt ( ) — 162KB
• wint-20241202.xsd (EX-101.SCH) — 3KB
• wint-20241202_def.xml (EX-101.DEF) — 12KB
• wint-20241202_lab.xml (EX-101.LAB) — 15KB
• wint-20241202_pre.xml (EX-101.PRE) — 12KB
• wint20241205_8k_htm.xml (XML) — 3KB

01

Item 3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing Nasdaq Corporate Governance Standard Non-Compliance On December 2, 2024, Windtree Therapeutics, Inc. (the " Company ") notified The Nasdaq Stock Market LLC ("Nasdaq") that it was not in compliance with the (i) majority independent Board standard under Nasdaq Listing Rule 5605(b)(1), which requires listed companies to have a majority of the board of directors be comprised of "Independent Directors" (as defined in Nasdaq Listing Rule 5605(a)(2)) (the " Majority Independent Board Standard ") and (ii) audit committee requirement under Nasdaq Listing Rule 5605(c)(2)(A), which requires listed companies to have an audit committee of at least three members, each of whom must meet independence and certain other criteria (the " Audit Committee Composition Standard "). As previously disclosed, Jed Latkin was appointed as the Company's President and Chief Executive Officer, effective on December 1, 2024. Prior to his appointment, Mr. Latkin (i) was an "Independent Director" and (ii) served as a member of the Audit Committee (the " Audit Committee ") of the Board of Directors of the Company (the " Board "), and following such appointment, (x) the Board no longer has a majority of "Independent Directors" and (y) the number of directors serving on the Audit Committee was reduced to two, rendering the Company noncompliant with Nasdaq Listing Rules 5605(b)(1) and 5605(c)(2)(A), respectively. On December 4, 2024, the Company received a notice (the " Audit Committee & Board Independence Notice ") from the Nasdaq Listing Qualifications Department (the " Staff ") indicating that the Company no longer complies with the (i) Majority Independent Board Standard as set forth in Nasdaq Listing Rule 5605(b)(1) and (ii) Audit Committee Composition Standard as set forth in Nasdaq Listing Rule 5605(c)(2)(A). The Company is in the process of reviewing and evaluating potential optio

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, thereunto duly authorized. Windtree Therapeutics, Inc. By: /s/ Jed Latkin Name: Jed Latkin Title: President and Chief Executive Officer Date: December 5, 2024

View Full Filing

View this 8-K filing on SEC EDGAR