|8-KJan 30, 5:06 PM ET

Tenaya Therapeutics, Inc. 8-K

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Tenaya Therapeutics Receives Nasdaq Deficiency Notice; Expands Inducement Plan

What Happened

  • Tenaya Therapeutics (TNYA) filed an 8‑K on Jan 30, 2026 disclosing that Nasdaq notified the company on Jan 28, 2026 that TNYA did not meet the $1.00 minimum bid price requirement for continued listing on the Nasdaq Global Select Market. Nasdaq determined the company’s closing bid price failed to meet the $1.00 threshold for the 30 consecutive business-day period from Dec 12, 2025 through Jan 27, 2026.
  • Nasdaq granted a 180‑calendar‑day compliance period ending July 27, 2026 for the company to regain compliance. To cure the deficiency during this period, the common stock must maintain a closing bid of at least $1.00 for a minimum of ten consecutive business days (unless Nasdaq extends that requirement). If not cured, the company may be eligible for a second 180‑day period by transferring to the Nasdaq Capital Market and meeting other listing criteria (and may need to pursue a reverse stock split if required).
  • Separately, effective Jan 26, 2026 the Board amended and restated the Tenaya Therapeutics 2024 Inducement Equity Incentive Plan to add 2,161,000 shares, bringing the total reserved under the Inducement Plan to 3,361,000 shares for grants to new hires or in limited acquisition situations. The plan permits awards such as options and restricted stock units and was adopted without stockholder approval under Nasdaq rules.

Key Details

  • Nasdaq notice date: Jan 28, 2026; 30‑business‑day measurement period: Dec 12, 2025 – Jan 27, 2026.
  • Compliance period: 180 days (through July 27, 2026); cure condition: $1.00+ closing bid for ≥10 consecutive business days.
  • Inducement Plan increase: +2,161,000 shares, total reserved 3,361,000 shares; effective Jan 26, 2026.
  • Filing date of 8‑K: Jan 30, 2026.

Why It Matters

  • The Nasdaq deficiency notice creates a clear near‑term risk: if Tenaya’s stock does not meet the $1.00 closing bid requirement during the compliance period, Nasdaq could initiate delisting procedures. Delisting or a transfer to a different Nasdaq tier can affect liquidity, institutional ownership, and index eligibility.
  • The added inducement shares increase the pool available for grants to attract new employees or directors, which can be dilutive over time. The plan is limited to inducement awards (new hires/non‑employee directors) under Nasdaq rules rather than broad, immediate awards to existing insiders.
  • Investors should monitor Tenaya’s closing stock price, any corporate actions (e.g., reverse split or transfer application), and future announcements about hiring or equity grants that could use the inducement pool.