false 0001799448 0001799448 2024-05-29 2024-05-29

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

FORM 8-K

 

 

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): May 29, 2024

 

 

Aligos Therapeutics, Inc.

(Exact name of registrant as specified in its charter)

 

 

 

Delaware   001-39617   82-4724808

(State or other jurisdiction

of incorporation)

  

(Commission

File Number)

  

(IRS Employer

Identification Number)

 

One Corporate Dr., 2nd Floor

South San Francisco, CA

   94080
(Address of principal executive offices)   (Zip Code)

(800) 466-6059

(Registrant’s telephone number, including area code)

N/A

(Former Name or Former Address, if Changed Since Last Report)

 

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

☐

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

☐

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

☐

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

☐

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class

  

Trading
Symbol

  

Name of each exchange
on which registered

Common Stock, $0.0001 par value per share   ALGS  

The Nasdaq Stock Market LLC

(Nasdaq Capital Market)

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☒

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

 

 

 

Item 3.01. Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing.

On May 29, 2024, Aligos Therapeutics, Inc. (the “Company”) received a notification letter from The Nasdaq Stock Market LLC regarding its noncompliance with Nasdaq Listing Rule 5605 (“Rule 5605”), which requires, among other things, that the Audit Committee (the “Audit Committee”) of the Board of Directors of the Company (the “Board”) be comprised of a minimum of three independent directors.

As previously disclosed, Jack Nielsen resigned as a member of the Board and all committees of the Board, including the Audit Committee, effective as of May 21, 2024, resulting in the noncompliance. In accordance with Nasdaq Listing Rule 5605(c)(4), the Company was granted a cure period in order to regain compliance with Rule 5605 lasting (i) until the earlier of the Company’s next annual shareholders’ meeting or May 21, 2025; or (ii) if the next annual shareholders’ meeting is held before November 18, 2024, then no later than November 18, 2024. As the Company plans to hold its next annual shareholders’ meeting on June 27, 2024, the Company expects that the applicable end of the cure period will be November 18, 2024. The Company intends to appoint a third independent director to the Audit Committee, and thereby regain compliance with Rule 5605, prior to the end of the cure period.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

    ALIGOS THERAPEUTICS, INC.
Date: May 31, 2024     By:  

/s/ Lesley Ann Calhoun

      Lesley Ann Calhoun
      Executive Vice President, Chief Financial Officer
v3.24.1.1.u2
Document and Entity Information
May 29, 2024
Cover [Abstract]  
Amendment Flag false
Entity Central Index Key 0001799448
Document Type 8-K
Document Period End Date May 29, 2024
Entity Registrant Name Aligos Therapeutics, Inc.
Entity Incorporation State Country Code DE
Entity File Number 001-39617
Entity Tax Identification Number 82-4724808
Entity Address, Address Line One One Corporate Dr.
Entity Address, Address Line Two 2nd Floor
Entity Address, City or Town South San Francisco
Entity Address, State or Province CA
Entity Address, Postal Zip Code 94080
City Area Code (800)
Local Phone Number 466-6059
Written Communications false
Soliciting Material false
Pre Commencement Tender Offer false
Pre Commencement Issuer Tender Offer false
Security 12b Title Common Stock, $0.0001 par value per share
Trading Symbol ALGS
Security Exchange Name NASDAQ
Entity Emerging Growth Company true
Entity Ex Transition Period false
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