FibroBiologics gets Nasdaq delisting notice over bid price, plans to request a hearing

FibroBiologics, Inc. (Nasdaq: FBLG) said on January 2, 2026 that Nasdaq staff plans to delist its common stock because it did not regain compliance with the minimum bid price requirement. It disclosed the notice in a Form 8-K filed January 2, 2026. The company says it will ask for a hearing and has put a reverse stock split before its stockholders.

Two notices in six months

Nasdaq's first letter came on July 1, 2025. It said the bid price had closed below $1.00 for 30 consecutive trading days, a requirement for continued listing on The Nasdaq Capital Market under Listing Rule 5550(a)(2). Under Rule 5810(c)(3)(A), the company received 180 calendar days, through December 29, 2025, to regain compliance.

The company did not regain compliance. On December 30, 2025, it received a second notice saying the staff planned to delist its securities unless the company timely requests a hearing before the Nasdaq Hearings Panel. The company plans to request that hearing. The 8-K says the request will stop any suspension or delisting action by the staff until the hearing is decided and any extension the panel grants has expired.

The reverse split and its limits

The company filed definitive proxy materials on December 29, 2025. Among other matters, they ask stockholders to approve a reverse split of the outstanding common stock at a ratio from 1 for 5 to 1 for 30, with the board choosing the final ratio. A reverse split reduces the number of shares by combining them. The 8-K does not give the meeting date, and it does not say what price the stock traded at in late December.

The company says it intends to monitor the closing bid price and weigh all options. It also says that although it is taking definitive steps to regain compliance, "there can be no assurance" that it will be granted an extension or that its actions will succeed.

The going-concern warning

The company's annual report on Form 10-K for 2024, filed March 31, 2025, says management concluded there is substantial doubt about its ability to continue as a going concern for the twelve months after the report was issued. The report says FibroBiologics has suffered recurring operating losses and negative cash flows from operations since inception. The company's auditors added an explanatory paragraph to their opinion on the 2024 statements for the same reason.

The balance sheet in that report shows cash and cash equivalents of $13,985 thousand at December 31, 2024, against total liabilities of $13,710 thousand. Within those liabilities, a short-term convertible note payable stood at $9,168 thousand, and a SEPA put option liability at $460 thousand. The company says it plans to raise additional capital and that its ability to continue depends on doing so.

What the company is developing

The annual report describes FibroBiologics as a clinical-stage biotechnology company building fibroblast-based therapies. Its pipeline includes CYWC628 for wound healing, CYMS101 for multiple sclerosis, and CybroCell. None of these products has been approved for commercial sale, according to the risk factors.

FibroBiologics says it was formed in April 2021 as a Texas limited liability company and converted to a Delaware corporation in December 2021. It changed its name to FibroBiologics, Inc. on April 14, 2023.

Leadership

Pete O'Heeron, the company's chief executive officer, signed the 8-K. The annual report describes the executive team as the founder, who is chief executive officer and chairperson of the board, a chief scientific officer, an interim chief financial officer and a general counsel.

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