Synlogic Says On Nov 21, Receives Letter From Nasdaq Listing Qualifications Department Stating It Believes Synlogic Is A 'Public Shell', Listing Not Warranted; Co Plans To Request Hearing

On November 21, 2025, Synlogic, Inc. (the "Company") received a letter (the "Notice") from the Listing Qualifications Department (the "Staff") of The Nasdaq Stock Market LLC ("Nasdaq") that stated the Staff's belief that the Company is a "public shell" and that, therefore, the continued listing of its securities is no longer warranted in the view of the Staff. In the Notice, the Staff explained that it based this belief on its review of the Company's public disclosures and materials submitted to the Staff by the Company. In addition, the Staff noted its belief is supported by the Company's lack of revenue generating assets and the substantial reduction in employees and operations since February 2024. The Staff also considered the Company's quarterly reports on Forms 10-Q filed on May 8, 2025, August 7, 2025, and November 13, 2025, respectively, which indicated that the Company has not generated any revenue for the nine months ended 2025 and that the Company had research and development expenses of only $16,000. The Notice further advised that, unless the Company timely requests a hearing before a Hearings Panel (the "Panel"), it would be subject to suspension/delisting.

 

The Company disagrees with the Staff's view regarding the Company's status as a "public shell" and, accordingly, intends to timely request a hearing. The hearing request will automatically stay any suspension or delisting action pending the hearing and the expiration of any additional extension period that may be granted by the Panel following the hearing. However, there can be no assurance that the Company's hearing will be successful, or that, if successful, the Company will be able to maintain compliance with all applicable listing criteria.