8-K filed July 25, 2023, 7:59 PM ET CIK 0001293310

other material confidence high sentiment negative materiality 1.00

HUMANIGEN, INC: Nasdaq/NYSE listing notice — Humanigen to be delisted from Nasdaq July 26; warns of going concern, potential bankruptcy

HUMANIGEN, INC

Nasdaq will suspend trading July 26, 2023; shares will move to OTC Pink Market.
Three directors resigned July 18-19 (Hohneker, Buxton, Xie) causing non-compliance with Nasdaq independence rules.
Business combination negotiations with private biopharma ended; no alternative financing obtained.
Company states it will not be able to continue as going concern; exploring restructuring including bankruptcy in Q3 2023.
Any bankruptcy may result in complete or substantial loss of value for common stockholders.

item 3.01 item 5.02 item 8.01 item 9.01

Executive movements

Machine-extracted from this filing. Every card cites the SEC source. See all recent executive movements.

Departed

Kevin Xie

Director

HUMANIGEN, INC

Effective: 2023-07-19
Filed: July 25, 2023, 7:59 PM ET

On July 18, 2023, John Hohneker resigned from the Board, and on July 19, 2023 Cheryl Buxton and Kevin Xie both resigned from the Board, in each case with immediate effect.

Departed

Cheryl Buxton

Director

HUMANIGEN, INC

Effective: 2023-07-19
Filed: July 25, 2023, 7:59 PM ET

On July 18, 2023, John Hohneker resigned from the Board, and on July 19, 2023 Cheryl Buxton and Kevin Xie both resigned from the Board, in each case with immediate effect.

Departed

John Hohneker

Director

HUMANIGEN, INC

Effective: 2023-07-18
Filed: July 25, 2023, 7:59 PM ET

On July 18, 2023, John Hohneker resigned from the Board, and on July 19, 2023 Cheryl Buxton and Kevin Xie both resigned from the Board, in each case with immediate effect.

Key facts

Extracted from this filing and checked against the source text.

Listing & Compliance Notices SEC 8-K Item 3.01 confidence 0.92

HUMANIGEN, INC received a nasdaq noncompliance notice notice regarding board independence (rules 5605(b)(1), 5605(c)(2)).

Exchange: nasdaq
Notice: noncompliance notice
Deficiency: board independence
Rules: 5605(b)(1), 5605(c)(2)

Exact text from the filing

Continued Listing Rule or Standard; Transfer of Listing. As a result of the below-reported resignations of three members of the board of directors (the “Board”) of Humanigen, Inc. (the “Company”), the Company notified The Nasdaq Stock Market of the Company’s non-compliance with each of Nasdaq Rule 5605(b)(1), which requires a Nasdaq-listed company to have a board of directors comprised of a majority of independent directors; and Nasdaq Rule 5605(c)(2), which requires a Nasdaq-listed company to have an audit committee of the board of directors comprised of at least three independent directors

View on SEC.gov

Executive change SEC 8-K Item 5.02 confidence 0.95

Kevin Xie resigned as Director at HUMANIGEN, INC.

Action: resigned
Role: Director

Exact text from the filing

On July 18, 2023, John Hohneker resigned from the Board, and on July 19, 2023 Cheryl Buxton and Kevin Xie both resigned from the Board, in each case with immediate effect.

View on SEC.gov

Executive change SEC 8-K Item 5.02 confidence 0.95

Cheryl Buxton resigned as Director at HUMANIGEN, INC.

Action: resigned
Role: Director

Exact text from the filing

On July 18, 2023, John Hohneker resigned from the Board, and on July 19, 2023 Cheryl Buxton and Kevin Xie both resigned from the Board, in each case with immediate effect.

View on SEC.gov

Executive change SEC 8-K Item 5.02 confidence 0.95

John Hohneker resigned as Director at HUMANIGEN, INC.

Action: resigned
Role: Director

Exact text from the filing

On July 18, 2023, John Hohneker resigned from the Board, and on July 19, 2023 Cheryl Buxton and Kevin Xie both resigned from the Board, in each case with immediate effect.

View on SEC.gov

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Source: SEC EDGAR

accession 0001214659-23-009927

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