Cognition Therapeutics Granted Extension to Meet Nasdaq Minimum Bid Price Requirement for Continued Exchange Listing

Rhea-AI Summary

Cognition Therapeutics (CGTX) has received a notification from Nasdaq regarding its transfer from The Nasdaq Global Market to The Nasdaq Capital Market, effective March 14, 2025. This follows the company's failure to maintain a minimum bid price of $1.00 per share over 30 consecutive business days, as initially notified on September 12, 2024.

The company has been granted an additional 180 calendar days until September 8, 2025, to regain compliance by achieving a closing bid price of at least $1.00 per share for 10 consecutive business days. If compliance is not achieved naturally, CGTX may seek stockholder approval for a reverse stock split, which would need to be implemented at least 10 business days before the compliance period ends.

Positive

• Received 180-day extension to meet Nasdaq listing requirements
• Successfully transferred to Nasdaq Capital Market, maintaining exchange listing status

Negative

• Stock price has fallen below $1.00, triggering Nasdaq listing compliance issues
• Risk of potential delisting from Nasdaq if compliance is not achieved by September 8, 2025
• Possible reverse stock split may be required, which could impact share value and trading dynamics

PURCHASE N.Y., March 12, 2025 (GLOBE NEWSWIRE) -- Cognition Therapeutics, Inc. (Nasdaq: CGTX), a clinical stage company developing product candidates that treat neurodegenerative disorders, (the “Company” or “Cognition”), was notified by the Nasdaq Stock Market LLC (“Nasdaq”) on September 12, 2024 that the bid price of its common stock had closed at less than $1.00 per share over the previous 30 consecutive business days. As a result, Cognition was given 180 calendar days to regain compliance with the minimum bid price requirement, by achieving a closing bid price of at least $1.00 per share for 10 consecutive business days. The period to regain compliance with the minimum bid price requirement closed on March 11, 2025.

On March 12, 2025, Cognition received notification from Nasdaq confirming the transfer of its listing to The Nasdaq Capital Market from The Nasdaq Global Market. This transfer is expected to take effect at market open on March 14, 2025. Cognition was granted an additional 180 calendar days to regain compliance with the minimum bid price requirement.

The Company intends to monitor the closing bid price of our common stock and will consider available options to resolve the deficiency and regain compliance by September 8, 2025. If the closing bid price reaches at least $1.00 per share for a minimum of ten consecutive business days during this period, Nasdaq will provide written confirmation of compliance for continued listing on The Nasdaq Capital Market. If necessary, however, the company will seek stockholder approval to implement a reverse stock split. If the Company chooses to do so, the split must be completed no later than 10 business days prior to the expiration of the compliance period.

About Cognition Therapeutics, Inc. 
Cognition Therapeutics, Inc., is a clinical-stage biopharmaceutical company discovering and developing innovative, small molecule therapeutics targeting age-related degenerative disorders of the central nervous system and retina. We currently are investigating our lead candidate, zervimesine (CT1812), in clinical programs in dementia with Lewy bodies (DLB) and Alzheimer’s disease, including the ongoing START study (NCT05531656) in early Alzheimer’s disease. We believe zervimesine and our pipeline of σ-2 receptor modulators can regulate pathways that are impaired in these diseases that are functionally distinct from other approaches for the treatment of degenerative diseases. More about Cognition Therapeutics and our pipeline can be found at https://cogrx.com.

Forward-Looking Statements
This press release contains forward-looking statements within the meaning of The Private Securities Litigation Reform Act of 1995. All statements contained in this press release or made during the conference, other than statements of historical facts or statements that relate to present facts or current conditions are forward-looking statements. These statements, including statements relating to the Company’s plans to seek stockholder approval to implement a reverse stock split and the Company’s ability to meet the minimum bid price requirement, involve known and unknown risks, uncertainties and other important factors that may cause our actual results, performance, or achievements to be materially different from any future results, performance, or achievements expressed or implied by the forward-looking statements. In some cases, you can identify forward-looking statements by terms such as “may,” “might,” “will,” “should,” “expect,” “plan,” “aim,” “seek,” “anticipate,” “could,” “intend,” “target,” “project,” “contemplate,” “believe,” “estimate,” “predict,” “forecast,” “potential” or “continue” or the negative of these terms or other similar expressions. We have based these forward-looking statements largely on our current expectations and projections about future events and financial trends that we believe may affect our business, financial condition, and results of operations. These forward-looking statements speak only as of the date of this press release and are subject to a number of risks, uncertainties and assumptions, some of which cannot be predicted or quantified and some of which are beyond our control. Factors that may cause actual results to differ materially from current expectations include, but are not limited to: competition; our ability to secure new (and retain existing) grant funding; our ability to grow and manage growth, maintain relationships with suppliers and retain our management and key employees; our ability to successfully advance our current and future product candidates through development activities, preclinical studies and clinical trials and costs related thereto; uncertainties inherent in the results of preliminary data, pre-clinical studies and earlier-stage clinical trials being predictive of the results of early or later-stage clinical trials; the timing, scope and likelihood of regulatory filings and approvals, including regulatory approval of our product candidates; changes in applicable laws or regulations; the possibility that the we may be adversely affected by other economic, business or competitive factors, including ongoing economic uncertainty; our estimates of expenses and profitability; the evolution of the markets in which we compete; our ability to implement our strategic initiatives and continue to innovate our existing products; our ability to defend our intellectual property; the impacts of ongoing global and regional conflicts on our business, supply chain and labor force; our ability to maintain the listing of our common stock on the Nasdaq Capital Market; and the risks and uncertainties described more fully in the “Risk Factors” section of our annual and quarterly reports filed with the Securities & Exchange Commission and are available at www.sec.gov. These risks are not exhaustive and we face both known and unknown risks. You should not rely on these forward-looking statements as predictions of future events. The events and circumstances reflected in our forward-looking statements may not be achieved or occur, and actual results could differ materially from those projected in the forward-looking statements. Moreover, we operate in a dynamic industry and economy. New risk factors and uncertainties may emerge from time to time, and it is not possible for management to predict all risk factors and uncertainties that we may face. Except as required by applicable law, we do not plan to publicly update or revise any forward-looking statements contained herein, whether as a result of any new information, future events, changed circumstances or otherwise.

Contact Information: Cognition Therapeutics, Inc. info@cogrx.com

Casey McDonald (media)  Tiberend Strategic Advisors, Inc. cmcdonald@tiberend.com

Mike Moyer (investors) LifeSci Advisors mmoyer@lifesciadvisors.com

This press release was published by a CLEAR® Verified individual.

FAQ

What is the deadline for Cognition Therapeutics (CGTX) to meet Nasdaq's minimum bid price requirement?

CGTX has until September 8, 2025, to meet the $1.00 minimum bid price requirement for 10 consecutive business days.

What happens to CGTX stock after March 14, 2025?

CGTX will transfer from The Nasdaq Global Market to The Nasdaq Capital Market.

What options does CGTX have to regain Nasdaq compliance?

CGTX can either achieve natural price recovery above $1.00 or implement a reverse stock split with stockholder approval.

How long must CGTX maintain a $1.00 share price to regain Nasdaq compliance?

CGTX must maintain a closing bid price of at least $1.00 for a minimum of 10 consecutive business days.