---
title: "Alaunos Therapeutics says $350.0 million financing restores Nasdaq equity"
url: "https://aibio.space/news/alaunos-therapeutics-says-350-0-million-financing-restores-nasdaq/"
publisher: "aibio.space (Biotech Investor Relations News)"
date: "2026-10-21"
section: "Listings"
tickers: "NASDAQ:TCRT"
source: "https://www.sec.gov/Archives/edgar/data/1107421/000119312526427890/tcrt-20261021.htm"
summary: "Alaunos told the SEC on October 21, 2026 that it believes its $350.0 million financing restored compliance with Nasdaq's $2,500,000 equity rule. The same f"
---

By the aibio.space news desk.

Sources

- [Alaunos Therapeutics, Inc. 8-K (2026-10-21)](https://www.sec.gov/Archives/edgar/data/1107421/000119312526427890/tcrt-20261021.htm)
- [tcrt-20261022.htm](https://www.sec.gov/Archives/edgar/data/1107421/000119312526430507/tcrt-20261022.htm)
- [Alaunos Therapeutics, Inc. 10-K (2026-03-31): business](https://www.sec.gov/Archives/edgar/data/1107421/000119312526134720/tcrt-20251231.htm)
- [Alaunos Therapeutics, Inc. financial data (SEC XBRL)](https://www.sec.gov/Archives/edgar/data/1107421/000119312526134720/)

[TCRT](https://aibio.space/companies/alaunos-therapeutics/)

2026-10-21

# Alaunos Therapeutics says $350.0 million financing restores Nasdaq equity compliance

Tickers [TCRT](https://aibio.space/companies/alaunos-therapeutics/)

Alaunos told the SEC on October 21, 2026 that it believes its $350.0 million financing restored compliance with Nasdaq's $2,500,000 equity rule. The same filing says Nasdaq may not agree, and a November 10 hearing was still set.

## Key facts

- **Company**: Alaunos Therapeutics, Inc. (NASDAQ: TCRT)

- **News type**: Listings

- **Primary source**: [Alaunos Therapeutics, Inc. 8-K (2026-10-21)](https://www.sec.gov/Archives/edgar/data/1107421/000119312526427890/tcrt-20261021.htm)

*Rows of law reports on a shelf. CC0, via rawpixel. The picture shows the field, not the companies named.*

## The deficiency

Alaunos Therapeutics, Inc. (Nasdaq: [TCRT](https://aibio.space/companies/alaunos-therapeutics/)) said in an 8-K filed October 21, 2026 that it believes it has regained compliance with Nasdaq's stockholders' equity requirement after closing a private placement. Nasdaq Listing Rule 5550(b)(1) requires companies listed on The Nasdaq Capital Market to keep at least $2,500,000 in stockholders' equity.

Nasdaq's staff sent a deficiency letter on April 9, 2026. It cited stockholders' equity of $2,153,000 in the company's annual report for 2025, and said Alaunos did not meet either alternative standard, a market value of listed securities of $35 million or net income from continuing operations of $500,000. On October 5, 2026, the staff said the shares were subject to delisting unless Alaunos requested a hearing before the Nasdaq Hearings Panel. The company did and the hearing was scheduled for November 10, 2026.

## The transactions

On October 13, 2026 Alaunos completed its acquisition of Velaris Therapeutics, Inc. under an Agreement and Plan of Merger. The same day it agreed to a private placement of 687,789 common shares at $1.4357 each and 243,063 shares of Series C Non-Voting Convertible Preferred Stock at $1,435.70 each. The financing closed on October 14, 2026, with aggregate gross proceeds of approximately $350.0 million before deducting placement agent fees and other offering expenses. The filing does not name the placement agent or any legal counsel.

The Series C certificate of designation contains a cash settlement right. If stockholders have not approved the conversion of the Series C preferred stock and the related increase in authorized common shares, then beginning six months after the first issuance a holder may require the company to settle a conversion in cash, at the fair value of the common shares that would otherwise be issued.

Fairmount Healthcare Fund II, L.P., an affiliate of Fairmount Funds Management LLC that led the financing, waived that right on October 14 for 6,268 Series C shares, representing an aggregate value of approximately $9.0 million. For those shares the company must deliver common stock on conversion rather than pay cash. The waiver ends automatically on the later of the date stockholders approve the conversion of the Series C preferred stock and the date the increase in authorized common shares takes effect.

## How the equity is counted

The claim rests on accounting. Until stockholders approve the conversion of the Series B and Series C preferred stock and the related increase in authorized shares, the company expects to classify outside permanent stockholders' equity the Series B and Series C preferred shares issued in the merger and the Series C shares issued in the financing other than the waived shares. It expects to classify the waived shares and the common stock sold in the financing within permanent equity.

The company says its quarterly report for the quarter ended September 30, 2026 will show a balance sheet that precedes the merger and the financing, so it will not reflect their effect on stockholders' equity.

## What Nasdaq had and had not said

The company said it gave the 8-K to the Nasdaq staff and expects the hearing to be cancelled and the matter closed once the staff confirms compliance. It also said there can be no assurance that Nasdaq will concur with its determination or as to the timing of any confirmation.

The company has been told that Nasdaq will keep monitoring compliance. If the annual report for the year ending December 31, 2026 does not evidence compliance, the company may be subject to delisting.

## The company before the deal

Alaunos' annual report on Form 10-K, filed March 31, 2026, describes a preclinical obesity program, ALN1003, after the company's earlier work as a clinical-stage oncology cell therapy company. The report says the company has never generated product revenue and will need significant additional capital. The program rests on two mouse studies that the report labels non-GLP.

The 10-K reports a net loss of $4.2 million for 2025 and an accumulated deficit of $924.6 million. Cash used in operations was $2.9 million in 2025, down from $5.0 million in 2024. Year-end 2025 cash was $1.4 million, and cash was $124,000 at June 30, 2026, according to a quarterly report filed August 14, 2026.

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## Companies in this story

TCRT

Alaunos Therapeutics, Inc.

NASDAQ · United States

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Source page: https://aibio.space/news/alaunos-therapeutics-says-350-0-million-financing-restores-nasdaq/. Facts in aibio.space stories are checked against company filings and releases; opinion is labelled. Cite as: aibio.space, "Alaunos Therapeutics says $350.0 million financing restores Nasdaq equity", 2026-10-21, https://aibio.space/news/alaunos-therapeutics-says-350-0-million-financing-restores-nasdaq/
