Nasdaq notifies TransCode of shareholder approval violation; adds to delisting risk

Transcode Therapeutics, Inc.

Received new Nasdaq deficiency letter on Sep 23, 2024 for failing to obtain shareholder approval for a deeply discounted offering.
Offering on July 22, 2024 of 10M shares at $0.30/share (62% discount to Minimum Price) represented 137% of pre-transaction shares.
Nasdaq determined discount >50% precludes public offering treatment, so shareholder approval was required under Rule 5635(d).
This deficiency is an additional basis for delisting, beyond prior Minimum Bid Price and Stockholders' Equity deficiencies.
Panel hearing scheduled for Oct 1, 2024 will consider all deficiencies; no assurance of continued listing on Nasdaq.

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