PDS Biotechnology gets Nasdaq minimum bid price deficiency letter, has until January 26, 2027

PDS Biotechnology Corporation (Nasdaq: PDSB) received a deficiency letter from Nasdaq's Listing Qualifications Department on July 30, 2026. The letter says the company's closing bid price has been below the $1.00 minimum for 30 consecutive business days, under Nasdaq Listing Rule 5550(a)(2) for continued listing on the Nasdaq Capital Market. The company disclosed the letter in a Form 8-K filed July 31, 2026 under Item 3.01.

The compliance period

Under Nasdaq Listing Rule 5810(c)(3)(A), the company has 180 calendar days, or until January 26, 2027, to regain compliance. To do so, it must show a closing bid price of at least $1.00 for a minimum of 10 consecutive business days during that period. Nasdaq staff will then confirm compliance in writing.

The 8-K says the letter has no immediate effect on the listing, and that the shares will continue to trade under the symbol PDSB for now. The company says it intends to monitor the closing bid price and may, if appropriate, consider options including a reverse stock split. It adds that there can be no assurance it will regain compliance or meet the other Nasdaq listing rules.

Going-concern doubt and cash burn

The 2025 annual report on Form 10-K, filed March 30, 2026, lists substantial doubt about the company's ability to continue as a going concern among its risk factors. It also flags the risk that its common stock could be delisted if it fails to meet the minimum listing requirements.

The company reports a net loss of $34.5 million for 2025, against $37.6 million for 2024. Cash used in operations was $27.8 million in 2025, down from $35.0 million in 2024. Research and development expense was $19.0 million in 2025 and $22.6 million in 2024.

The 10-K reports 55,815,653 shares of common stock outstanding as of March 23, 2026.

Debt and financing

The 10-K describes senior secured debentures issued under a securities purchase agreement with certain third-party lenders and JGB Collateral LLC, which acts as collateral agent. Their principal bears a floating interest rate pegged to the prime rate. The annual report warns that the company may be required to repay that debt if it defaults, and that a default could have a materially adverse effect on its business.

The 10-K says that under the debentures the company must keep a cash balance equal to the lesser of $15.0 million and the outstanding principal plus $3.0 million in a deposit account subject to an account control agreement, and that a breach of the covenants could trigger repayment. Its financing cash flows for 2025 included a $19.2 million increase in proceeds from the securities purchase agreement and a $15.0 million increase in proceeds from common stock, warrants and pre-funded warrants sold in its February 2025 and November 2025 offerings, set against an $18.3 million decrease in proceeds from its sales agreement for common stock.

The clinical programs

PDS Biotechnology develops Versamune-based immunotherapies. The 10-K says the company announced the start of the VERSATILE-003 Phase 3 trial of PDS0101 in March 2025, in HPV16-positive first-line recurrent or metastatic head and neck squamous cell carcinoma. It also describes the VERSATILE-002 Phase 2 trial, with updated data presented at the European Society for Medical Oncology congress in September 2024. The filing gives no Phase 3 results.

What comes next

The compliance date is January 26, 2027. Until then the company must show a bid price of $1.00 or more for 10 consecutive business days, or, under the 8-K, possibly seek a second 180-day period if it meets the other listing standards. The company used $27.8 million in operations in 2025, and its annual report lists going-concern doubt among its risks.

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