Oncternal Therapeutics Announces Intent to Delist from Nasdaq and Deregister with SEC
Oncternal Therapeutics, Inc. (Nasdaq: ONCT), a biotechnology company focused on developing novel therapeutics for cancer, made an important announcement on March 7, 2025. The Company intends to file a Form 25 Notification of Delisting with the Securities and Exchange Commission (SEC) on March 17, 2025. This filing will remove Oncternal’s securities from listing and registration on the Nasdaq Stock Market. Additionally, the Company plans to subsequently deregister with the SEC.
Background
In late 2024, Nasdaq suspended the trading of Oncternal’s common stock due to non-compliance with the continued listing requirements. The exchange notified Oncternal that it would file a Form 25 on the company’s behalf to initiate the delisting process. However, as of March 7, 2025, Nasdaq had not yet made the filing.
Oncternal’s Decision
To expedite the process, Oncternal has decided to file the Form 25 voluntarily. This action will allow the Company to file a Form 15 to deregister with the SEC, which will complete the delisting process and terminate Oncternal’s reporting obligations under the Securities Exchange Act of 1934.
Impact on Shareholders
The delisting and deregistration will result in several consequences for Oncternal’s shareholders:
- Trading on Nasdaq: Shareholders will no longer be able to trade Oncternal’s securities through the Nasdaq market. Instead, they will need to find alternative trading platforms or negotiate over-the-counter (OTC) trades.
- Reporting requirements: Oncternal will no longer be required to file periodic reports with the SEC, such as Form 10-Qs, Form 10-Ks, and Form 8-Ks. This means that shareholders will have less access to up-to-date financial and operational information about the Company.
- Risk: Delisted and deregistered companies can be riskier investments due to the lack of transparency and regulatory oversight.
Impact on the World
The delisting and deregistration of Oncternal Therapeutics may have broader implications:
- Biotech industry: The delisting of Oncternal could signal a trend for other biotech companies facing financial challenges. This could potentially lead to a decrease in investor confidence and a slower pace of innovation in the sector.
- Regulatory environment: The delisting and deregistration of Oncternal could potentially set a precedent for other companies looking to exit the public markets. This could impact the overall regulatory environment for publicly-traded companies and potentially lead to changes in securities laws.
Conclusion
Oncternal Therapeutics’ decision to voluntarily delist from Nasdaq and deregister with the SEC is a significant development for the Company and its shareholders. While the delisting and deregistration will provide some relief from reporting obligations and regulatory requirements, it also comes with risks and potential consequences. For investors, it is essential to closely monitor the situation and consider alternative trading platforms or negotiating OTC trades. For the biotech industry and the broader financial community, this development could have far-reaching implications, particularly with respect to investor confidence and regulatory oversight. Only time will tell how these developments unfold, but one thing is clear: the landscape of public markets is constantly evolving, and companies and investors must be prepared to adapt.
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