---
schema_version: "secwatch.filing_event.v1"
accession: "0001731122-25-000524"
form_type: "8-K/A"
ticker: null
cik: "0001708331"
company_name: "Virpax Pharmaceuticals, Inc."
filed_at: "2025-04-03T23:59:59+00:00"
generated_at: "2026-05-23T22:40:39.537692+00:00"
event_type: "regulatory"
sentiment: "negative"
materiality_score: 1.0
calibrated_materiality_score: 1.0
confidence: "high"
source: SEC EDGAR
---

# Virpax receives Nasdaq delisting notice; all independent directors and CFO resign

## Summary
- Nasdaq panel delists Virpax for failing minimum stockholders' equity; trading suspended April 4, 2025.
- Company will not appeal; delisting effective after SEC Form 25 filing.
- Four directors (Randhawa, Deol, Su, Field) resigned effective April 2, 2025.
- Katharyn Field also resigned as VP; Usama Chaudhry resigned as CFO, same date.
- Resignations not due to any disagreement with company per filing.

## SEC filing metadata
- accession: 0001731122-25-000524
- form_type: 8-K/A
- cik: 0001708331
- company_name: Virpax Pharmaceuticals, Inc.
- filed_at: 2025-04-03T23:59:59+00:00
- event_type: regulatory
- sentiment: negative
- materiality_score: 1.0
- calibrated_materiality_score: 1.0
- confidence: high
- sec_items: 3.01, 5.02, 9.01
- EDGAR index: https://www.sec.gov/Archives/edgar/data/1708331/000173112225000524/0001731122-25-000524-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1708331/000173112225000524/e6490_8-ka.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0001731122-25-000524
- JSON: https://secwatch.observer/filing/0001731122-25-000524.json
- Plain text: https://secwatch.observer/filing/0001731122-25-000524.txt

## Key facts
- Listing & Compliance Notices
  Virpax Pharmaceuticals, Inc. received a nasdaq delisting notice notice regarding stockholders equity (rules 5550(b)(1)).
  - Exchange: nasdaq
  - Notice: delisting notice
  - Deficiency: stockholders equity
  - Rules: 5550(b)(1)
  source text: April 2, 2025, Virpax Pharmaceuticals, Inc. (the “Company”) received a letter from the Nasdaq Hearings Panel (the “Panel”) indicating that the Panel has determined to delist the Company’s securities from The Nasdaq Stock Market LLC (“Nasdaq”) as a result of the Company’s failure to regain compliance with the minimum stockholders’ equity requirement under Nasdaq Listing Rule 5550(b)(1) (the “Equity Rule”). Trading in the Company’s common stock on Nasdaq will be suspended effective at the open of business on Friday, April 4, 2025. Nasdaq will complete the delisting by filing a Form 25 Notificati
  evidence_url: https://www.sec.gov/Archives/edgar/data/1708331/000173112225000524/0001731122-25-000524-index.htm
- Executive change
  Esha Randhawa resigned as Member of the Board of Directors at Virpax Pharmaceuticals, Inc..
  - Action: resigned
  - Role: Member of the Board of Directors
  source text: On April 2, 2025, Esha Randhawa, Charn Deol, Judy Su, and Katharyn Field each resigned from their positions as members of the Board of Directors of the Company, effective immediately.
  evidence_url: https://www.sec.gov/Archives/edgar/data/1708331/000173112225000524/0001731122-25-000524-index.htm
- Executive change
  Usama Chaudhry resigned as Chief Financial Officer at Virpax Pharmaceuticals, Inc..
  - Action: resigned
  - Role: Chief Financial Officer
  source text: On the same date, Ms. Field also resigned from her position as Vice President, and Usama Chaudhry resigned from his position as Chief Financial Officer of the Company, each effective immediately.
  evidence_url: https://www.sec.gov/Archives/edgar/data/1708331/000173112225000524/0001731122-25-000524-index.htm
- Executive change
  Judy Su resigned as Member of the Board of Directors at Virpax Pharmaceuticals, Inc..
  - Action: resigned
  - Role: Member of the Board of Directors
  source text: On April 2, 2025, Esha Randhawa, Charn Deol, Judy Su, and Katharyn Field each resigned from their positions as members of the Board of Directors of the Company, effective immediately.
  evidence_url: https://www.sec.gov/Archives/edgar/data/1708331/000173112225000524/0001731122-25-000524-index.htm
- Executive change
  Charn Deol resigned as Member of the Board of Directors at Virpax Pharmaceuticals, Inc..
  - Action: resigned
  - Role: Member of the Board of Directors
  source text: On April 2, 2025, Esha Randhawa, Charn Deol, Judy Su, and Katharyn Field each resigned from their positions as members of the Board of Directors of the Company, effective immediately.
  evidence_url: https://www.sec.gov/Archives/edgar/data/1708331/000173112225000524/0001731122-25-000524-index.htm
- Executive change
  Katharyn Field resigned as Vice President at Virpax Pharmaceuticals, Inc..
  - Action: resigned
  - Role: Vice President
  source text: On the same date, Ms. Field also resigned from her position as Vice President, and Usama Chaudhry resigned from his position as Chief Financial Officer of the Company, each effective immediately.
  evidence_url: https://www.sec.gov/Archives/edgar/data/1708331/000173112225000524/0001731122-25-000524-index.htm
- Executive change
  Katharyn Field resigned as Member of the Board of Directors at Virpax Pharmaceuticals, Inc..
  - Action: resigned
  - Role: Member of the Board of Directors
  source text: On April 2, 2025, Esha Randhawa, Charn Deol, Judy Su, and Katharyn Field each resigned from their positions as members of the Board of Directors of the Company, effective immediately.
  evidence_url: https://www.sec.gov/Archives/edgar/data/1708331/000173112225000524/0001731122-25-000524-index.htm

This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.