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PureTech to delist ADSs from Nasdaq and keep its primary London listing

Tickers PRTC

PureTech will delist its American Depositary Shares from Nasdaq and keep its London listing. The Form 25 is expected around May 11, 2026, with the last Nasdaq trading day around May 20, and the company plans to deregister with the SEC afterward.

Key facts

Company
PureTech Health PLC (LSE: PRTC)
News type
Listings
Primary source
PureTech Health PLC 6-K (2026-04-29)
The Washington Monument and the city beyond. Photo: Carol M Highsmith, CC0, via rawpixel. The picture shows the field, not the companies named.

The delisting

PureTech Health plc (Nasdaq: PRTC, LSE: PRTC) announced on April 29, 2026 that it has notified Nasdaq of its intention to voluntarily delist its American Depositary Shares, each representing the right to receive ten ordinary shares. The ordinary shares will stay listed on the London Stock Exchange, which the company says will remain its primary trading venue.

The board concluded that maintaining a dual listing is "no longer necessary." The release says most price discovery and trading in the shares takes place in London, that most of the investor base and the governance framework are UK-centred, and that the cost and regulatory and administrative demands of a dual listing are significant.

PureTech expects to file a Form 25 with the SEC on or about May 11, 2026. The delisting is expected to take effect ten days later, with the last Nasdaq trading day on or about May 20, 2026.

What ADS holders keep

After the delisting, PureTech expects the ADSs to be quoted and traded over the counter through a sponsored Level 1 ADR program, until the company may decide to end that program. The release says no action is required from ADS holders at this time. It does not say how liquid trading in the over-the-counter market is expected to be.

Reporting ends

PureTech intends to file a Form 15F with the SEC after the delisting to deregister its securities and end its reporting obligations under the Securities Exchange Act of 1934. Its reporting obligations would be suspended as soon as that form is filed, and the termination is expected to take effect no later than 90 days afterward if the SEC does not object. After that, the company would no longer file reports such as the Form 20-F with the SEC.

Chief Executive Robert Lyne said in the release that concentrating the listing in London would support shareholders and lower overhead, while "preserving capital." The release does not quantify the overhead or capital savings.

Cash and runway

PureTech reported PureTech-level cash, cash equivalents and short-term investments of $277.1 million at December 31, 2025, against consolidated cash, cash equivalents and short-term investments of $277.3 million. At March 31, 2026, PureTech-level cash and cash equivalents were $248.1 million.

The March figure leaves out short-term investments, while the December figure includes them, so the two numbers are not on the same basis. The release does not reconcile them.

The company says it has operational runway at least through the end of 2028. That runway is stated to include its expected participation in fundraisings by its Founded Entities, which are separate companies that carry most of the portfolio. The annual results release also says that once Celea completes its financing, PureTech expects operational burn to fall significantly, because the Celea team and related development work move into the externally funded Founded Entity.

The portfolio

The release lists Celea Therapeutics' deupirfenidone, which it says is Phase 3-ready for idiopathic pulmonary fibrosis, Gallop Oncology's LYT-200, which it calls clinically validated for myeloid malignancies, and Seaport Therapeutics' neuropsychiatric pipeline. Seaport plans topline data from the Phase 2b BUOY-1 trial of GlyphAllo in major depressive disorder in the first half of 2027, and topline data from a Phase 2a trial of GlyphAgo in generalized anxiety disorder with sleep disturbance in early 2028. These are company forecasts, not results. The release also notes that Karuna Therapeutics, acquired by Bristol Myers Squibb on March 18, 2024, gives PureTech a 2% royalty on annual Cobenfy sales above $2 billion.

What comes next

The next steps are the Form 25 around May 11, the last Nasdaq trading day around May 20, and the Form 15F. After the Form 15F the company's SEC reporting ends. The runway through 2028 includes the company's expected participation in fundraisings by the Founded Entities.

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