Matinas BioPharma Falls Below the Last of NYSE American's Three Stockholders' Equity Standards
Matinas BioPharma Holdings disclosed on Friday, Sept. 4, that NYSE American had notified it on Aug. 31 that it is no longer in compliance with Section 1003(a)(i) of the exchange's Company Guide, in addition to Sections 1003(a)(ii) and 1003(a)(iii), which it was already breaching. The clinical-stage company's shares trade on NYSE American under the symbol MTNB.
The three sections form a sliding scale that ties a required level of stockholders' equity to a company's recent history of losses. As set out in the notice Matinas disclosed in April, Section 1003(a)(i) requires stockholders' equity of $2.0 million if a company has reported losses from continuing operations and/or net losses in two of its three most recent fiscal years; Section 1003(a)(ii) requires $4.0 million where the losses fall in three of the four most recent fiscal years; and Section 1003(a)(iii) requires $6.0 million where the losses run through all five of the most recent fiscal years.
Matinas has now dropped through all three, quarter by quarter. The company's June disclosure put stockholders' equity at $3.02 million as of March 31, 2026, against the $4.0 million standard, and at $4.83 million as of Dec. 31, 2025, against the $6.0 million standard. Friday's release states that "as of June 30, 2026, the Company had stockholders' equity of $1.8 million," below the $2.0 million floor that applies at the least demanding rung of the ladder.
The company also said it "has had losses from continuing operations and/or net losses in its five most recent fiscal years ended December 31, 2025" — the condition that triggers the $6.0 million test in the first place.
The sequence of notices is unusual in its steadiness. A first notice came on April 2, 2026, opening a cure period for which the exchange's rules say a company "may be eligible up to 18 months from receipt of the Notice." Matinas had until May 2 to submit a plan and submitted one on May 4, 2026. On June 24 the exchange both accepted that plan and issued a second notice adding Section 1003(a)(ii); the company said the staff had determined "to accept the Plan and grant the Company a plan period through October 2, 2027." The Aug. 31 notice adds the third and final section.
Importantly, the plan period did not reset. Friday's release repeats the Oct. 2, 2027 deadline, meaning the new deficiency has been folded into the existing timetable rather than starting a fresh clock.
Trading continues in the meantime. The company said the notice "has no immediate impact on the listing" and that its shares "will continue to be listed and traded on the NYSE American during the Plan Period." The ".BC" indicator that flags non-compliance "will continue to be disseminated with the Company's ticker symbol(s)" and "will be removed when the Company has regained compliance."
The consequence of missing the deadline is spelled out in the release: "If the Company is not in compliance with all stockholders' equity standards by the Plan Period Deadline, or does not make progress consistent with the Plan during the Plan Period, the NYSE American will initiate delisting proceedings." The second clause matters as much as the first, because it gives the exchange the ability to act before October 2027 if it concludes the plan is not being executed.
The financial backdrop explains why equity has been falling rather than holding. Matinas reported cash and equivalents of $2.4 million as of March 31, 2026, a net loss of $1.9 million for the quarter and roughly $1.6 million of cash used in operations, according to its first-quarter report. The filing carries going-concern language, stating that "substantial doubt exists about the Company's ability to continue as a going concern." It listed 6,406,191 common shares issued and outstanding as of March 31, 2026.
The same report describes a company running on a reduced footing while it looks for a counterparty: research and development expense was zero for the quarter, against $85,000 a year earlier, and Matinas said it is "seeking to monetize the value of MAT2203" through a licensing, sale or other similar transaction. It also noted that its at-the-market sales agreement with BTIG, which had $44.2 million of nominal capacity at March 31, is limited by the restrictions General Instruction I.B.6 to Form S-3 imposes on smaller issuers.
That constraint is the crux of the listing problem. Stockholders' equity is a balance-sheet test, so the most direct route back above $2.0 million — let alone $6.0 million — is to add equity capital or to convert an asset into cash or a receivable at a gain. But a company whose market value is small enough to trip the exchange's equity standards is generally also limited in how much stock it can sell under the baby-shelf rules, and any sale that does clear those limits dilutes existing holders.
The plain risk note: MTNB is a micro-cap with disclosed substantial doubt about its ability to continue as a going concern, a small share count and correspondingly thin trading. Its continued listing depends on satisfying balance-sheet standards it has not met in three consecutive reported quarters, and the exchange has stated it will begin delisting proceedings if compliance is not achieved by Oct. 2, 2027 or if progress under the plan is judged insufficient. A financing large enough to fix the equity test would likely be dilutive; a licensing or sale transaction for MAT2203 is not within the company's sole control.
What to watch is the company's next quarterly balance sheet and any announcement regarding MAT2203. Those are the two documents that will show whether the plan the exchange accepted in June is producing the progress the plan period requires.
Sources & further reading
- Matinas BioPharma Receives Notice of Non-Compliance with NYSE American Continued Listing Standards (GlobeNewswire, Sept. 4, 2026)
- Matinas BioPharma Receives Notice of Non-Compliance with NYSE American Continued Listing Standards (Matinas BioPharma investor relations, Sept. 4, 2026)
- Matinas BioPharma Receives Notice of Non-Compliance with NYSE American Continued Listing Standards and Acceptance of Plan to Regain Compliance (GlobeNewswire, June 26, 2026)
- Matinas BioPharma Holdings, Exhibit 99.1 to Form 8-K, NYSE American non-compliance notice (SEC EDGAR, April 2026)
- Matinas BioPharma Holdings Form 10-Q, quarter ended March 31, 2026 (StockTitan, filed May 8, 2026)
