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FibroBiologics gets Nasdaq notice for market value below $35.0 million

Tickers FBLG

FibroBiologics received a Nasdaq notice that its market value of listed securities is below the $35.0 million minimum. It has until February 2, 2026 to close at or above that level for ten business days, and the 8-K gives no current market value or remedy.

Key facts

Company
FibroBiologics, Inc. (NASDAQ: FBLG)
News type
Listings
Primary source
FibroBiologics, Inc. 8-K (2025-08-08)
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FibroBiologics, Inc. (FBLG) received a notice from the Listing Qualifications Staff of The Nasdaq Stock Market LLC on August 4, 2025. The notice says the company does not meet Nasdaq Listing Rule 5550(b)(2), which requires a minimum market value of listed securities, or MVLS, of $35.0 million for continued listing on The Nasdaq Capital Market. The company disclosed the notice in a Form 8-K dated August 8, 2025, which it filed to meet the four-business-day rule for such notices. Chief executive Pete O'Heeron signed it.

The deadline

Under Nasdaq Listing Rule 5810(c)(3)(C), the company has 180 calendar days, or until February 2, 2026, to regain compliance. To do so, its MVLS must close at $35.0 million or more for at least ten consecutive business days at some point before that date.

If the company does not regain compliance by February 2, 2026, Nasdaq will notify it that its securities are subject to delisting. The company could then appeal the staff's determination, but the 8-K says there is no assurance the staff would grant continued listing.

The notice has no immediate effect. The common stock will continue to trade on The Nasdaq Capital Market, subject to the company's compliance with the other listing requirements.

What the company says it will do

The company says it "will continue to monitor its MVLS and may, as appropriate, consider available options to regain compliance." The 8-K does not name those options. It does not give the company's current MVLS, its share count, its share price or the number of shares it would need to issue to reach the threshold.

The filing is also silent on whether the company has discussed a financing or any other step with its board or advisers.

The business

The company's annual report, filed in March 2025, describes FibroBiologics as a clinical-stage biotechnology company that develops fibroblast-based therapies for chronic diseases. It names three most advanced candidates, CYWC628, CYMS101 and CybroCell, and says CYWC628 is aimed at wound healing. The report says the company also works on degenerative disc disease, psoriasis, certain cancers and thymic involution reversal.

The report says the company's platform is built on fibroblasts, which it says can be harvested non-invasively, are cheaper to isolate and culture than stem cells, and have superior immune-modulating activity. It cites published studies on allogeneic fibroblasts being immune-privileged.

The company was formed in April 2021 as a Texas limited liability company, converted to a Delaware corporation in December 2021, and changed its name on April 14, 2023. It issued Series A preferred stock to its former parent, SpinalCyte LLC, doing business as FibroGenesis, in exchange for intellectual property rights under a patent assignment agreement and a cross-licensing agreement.

Management and strategy

The annual report says the executive team includes the founder, who is chief executive and chairperson, a chief scientific officer, an interim chief financial officer and a general counsel. The company says it plans to partner with contract research organizations to run its trials, to invest in the capacity to produce and supply fibroblasts, and to expand development efforts in candidates with longer timelines "as funding allows."

The annual report describes a strategy that depends on funding for trials, production and commercialization. The business section gives no cash balance or net loss, so the notice cannot be set against any reported liquidity figure.

What the filing leaves out

The 8-K is a notice filing. It does not name any financial adviser, counsel or auditor, and it does not describe any board action on the notice. It does not say whether the company expects to regain compliance with the MVLS threshold, and it does not commit to a plan.

The cover page marks the company as an emerging growth company, and its common stock has a par value of $0.00001 per share.

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