Philadelphia, PA, December 13, 2025

Carisma Therapeutics Inc. has announced its plans to voluntarily delist from The Nasdaq Stock Market and deregister its shares with the SEC. This decision follows compliance challenges with Nasdaq’s listing requirements. The company is also preparing for an operational wind-down, appointing new leadership as part of its restructuring strategy. Shareholders are advised to stay informed about potential changes relating to their investments as Carisma transitions to the OTC market under the symbol ‘CARM’.

Carisma Therapeutics Restructures: Voluntary Delisting from Nasdaq

Company Focuses on Operational Wind-Down

Philadelphia, PA – Carisma Therapeutics Inc. (OTCID: CARM) has revealed its plans to voluntarily delist from The Nasdaq Stock Market and deregister its shares with the Securities and Exchange Commission (SEC). This decision marks a pivotal moment in the company’s operational approach as it prepares for a significant restructuring.

After approval from the Board of Directors, Carisma plans to file a Form 25 with the SEC around December 15, 2025. The formal delisting is projected to take effect approximately ten days later, on December 25, 2025. Following this delisting, the company intends to submit a Form 15 to suspend and ultimately end its reporting obligations under the Securities Exchange Act of 1934, with deregistration expected to take effect 90 days after the filing.

Understanding the Delisting and Compliance Challenges

The decision to delist follows a series of compliance issues the company faced with Nasdaq’s listing requirements. On October 9, 2025, Carisma received a delisting determination letter due to noncompliance concerning various listing rules, which included minimum bid price and market value of publicly held shares. As a result of these challenges, trading of Carisma’s stocks was suspended on Nasdaq effective October 13, 2025, with a transition to the OTCID market tier under the symbol “CARM.”

Plan for Operational Wind-Down

Accompanying the delisting, Carisma is preparing for an orderly wind-down of its operations. The company has appointed Steven Kelly as interim Chief Executive Officer through December 31, 2025, with Craig R. Jalbert set to take over as CEO, President, Treasurer, Secretary, and principal executive, financial, and accounting officer beginning January 1, 2026. This shift will also see several directors and the Vice President of Finance resign in conjunction with this leadership transition.

Company Overview and Challenges

Carisma Therapeutics Inc. specializes in the development of innovative immunotherapies aimed at treating cancer and serious diseases through its proprietary platform that utilizes engineered macrophages and monocytes. Despite the promising technology and a strong commitment to advancing treatment, the company has faced significant financial and operational hurdles that have influenced its current strategy to delist and wind down its operations.

Impacts on Shareholders

For shareholders, the voluntary delisting and subsequent deregistration imply alterations to the public reporting obligations of Carisma. While the company’s stock will maintain trading on the OTCID market under “CARM,” the market dynamics and liquidity might significantly vary from those experienced on Nasdaq. Stakeholders are encouraged to stay apprised of company communications and seek guidance from financial advisors concerning their holdings as these changes unfold.

Conclusion

The decision by Carisma Therapeutics Inc. to delist from Nasdaq and deregister with the SEC represents a noteworthy chapter in its operational history. As the company transitions to an orderly wind-down, stakeholders should remain vigilant about forthcoming developments and consider the potential impacts on their investments.

Frequently Asked Questions (FAQ)

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