LIPELLA PHARMACEUTICALS INC. (LIPO): Nasdaq/NYSE listing notice — Lipella receives Nasdaq deficiency notice for preferred stock issuance; faces potential delisting

LIPELLA PHARMACEUTICALS INC.

Nasdaq notified Lipella that its Series C Preferred Stock and Warrant issuances violated Listing Rules 5635(d) and 5640 (shareholder approval and voting rights).
Issuances to investment bank between Dec 2024 and Mar 2025 involved >20% of outstanding shares at a discount to Minimum Price.
Company must respond to Nasdaq Hearings Panel by May 19, 2025; plans to seek shareholder approval and pause conversions/exercises.
No immediate effect on listing of common stock (NASDAQ: LIPO); trading continues pending Panel decision.
No assurance that Lipella will regain compliance or maintain listing; risk of delisting if not successful.

item 3.01

Key facts

Extracted from this filing and checked against the source text.

Listing & Compliance Notices SEC 8-K Item 3.01 confidence 0.9

LIPELLA PHARMACEUTICALS INC. received a nasdaq noncompliance notice notice regarding other (rules 5635(d), 5640).

Exchange: nasdaq
Notice: noncompliance notice
Rules: 5635(d), 5640

Exact text from the filing

on to its investment bank for placement agent and related consulting and advisory services received in connection with the Company’s private placement transactions conducted between December 2024 and March 2025, the Staff has determined that the Company failed to comply with (i) Nasdaq Listing Rule 5635(d), which requires prior shareholder approval for the issuance, other than in a public offering, of 20% or more of a company’s outstanding shares at a per share price less than the Minimum Price (as defined in Nasdaq Listing Rule 5635(d)(1)(A)) (the “Shareholder Approval Rule”) and (ii) Nasdaq

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LIPELLA PHARMACEUTICALS INC. filing history →

Source: SEC EDGAR

accession 0001753926-25-000856

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