Lunai Bioworks cites its Delaware suit against Seven Points Capital in Nasdaq trading halt request

Lunai Bioworks, Inc. asked The Nasdaq Stock Market LLC on October 9, 2026 to suspend trading in its common stock immediately, according to an 8-K filed the same day. The request rests on trading records the company says it obtained through court-ordered discovery in its own lawsuit, Lunai Bioworks, Inc. v. Seven Points Capital LLC et al., Case No. 1:26-cv-00549-CFC, in the U.S. District Court for the District of Delaware. Lunai is the plaintiff. The 8-K names Seven Points Capital LLC as a defendant and does not name the other defendants.

What the company says the records show

According to the 8-K, Lunai's submission to Nasdaq describes substantial short selling, locate deficiencies and concentrated failures to deliver, in records the company obtained through court-ordered discovery and described in its Second Amended Complaint, filed August 26, 2026. In the company's view, they raise serious questions about whether its stock has traded in a fair and orderly market. These are allegations, the 8-K says they have not been adjudicated, and the litigation remains pending.

Lunai says it and its counsel can give Nasdaq the underlying records, subject to the protective order in the case. At the time of filing, it had received no decision. The 8-K also says the request does not halt trading, that any halt rests with Nasdaq, and that the company cannot predict when or whether Nasdaq will respond.

A separate delisting notice

A second 8-K, which gives October 16, 2026 as the date of the earliest event and is signed October 22, describes a letter Lunai received on October 21 from Nasdaq's Listing Qualifications Department. The company no longer meets Nasdaq Listing Rule 5550(b)(1), which requires stockholders' equity of at least $2,500,000. Nasdaq cited a stockholders' deficit of $9,024,946 in the company's annual report on Form 10-K for the fiscal year ended June 30, 2026.

Because a Nasdaq Hearings Panel decision dated May 12, 2026 put the company under a mandatory Hearings Panel Monitor, Lunai was not eligible for a compliance period, and staff decided to delist. Trading would be suspended at the opening of business on October 30, 2026 unless Lunai requested a hearing by October 28, 2026. The company does not intend to request one. Its board approved a voluntary withdrawal from Nasdaq on October 22 and said that "the costs of continued listing and SEC reporting are not justified."

Lunai plans to file a Form 25 on or about November 2, 2026, with the delisting expected to take effect on or about November 12, 2026. It then intends to file a Form 15 to suspend reporting, to the extent it is eligible. It does not plan to arrange quotation on any over-the-counter market and cannot assure that any broker-dealer will quote the stock. Nasdaq's stated ground for the delisting is the equity shortfall, not the litigation.

Officers, directors and the equity program

Chief Financial Officer Nathen Fuentes resigned effective October 22, 2026, and Lunai says his decision did not involve any disagreement about accounting principles or disclosures. No successor or interim principal financial officer has been named. Director Douglas W. Calder also resigned that day, leaving three directors. The audit committee has two members, short of the three Nasdaq Listing Rule 5605(c)(2)(A) requires, and the compensation committee has one member against the two independent members that Rule 5605(d)(2)(A) requires.

On October 16, Lunai terminated an ATM Sales Agreement dated December 2, 2025 with Dawson James Securities, Inc. On October 22 it filed post-effective amendments to deregister unsold securities under Forms S-8 (File Nos. 333-261628 and 333-275132) and S-3 (File No. 333-282898).

The business behind the case

Lunai's 2025 annual report describes a pre-clinical-stage biotechnology company with no products that have achieved regulatory approval. It lists its ability to continue as a going concern and to raise capital among its risks, along with the dilution an equity raise would bring, and it flags heightened scrutiny of its AI-based technology and gene, cell and immunotherapy products.

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