UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
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Item 3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing.
On January 9, 2023, Calithera Biosciences, Inc. announced that our Board of Directors had unanimously approved the dissolution and liquidation of Calithera Biosciences pursuant to a plan of complete liquidation and dissolution, subject to stockholder approval. We also announced, that in order to reduce costs and in connection with the planned dissolution, we were discontinuing all clinical development programs and reducing our workforce, including the termination of most employees by the end of the first quarter.
In light of our planned dissolution, on January 24, 2023, we received written notice from The Nasdaq Stock Market LLC, or Nasdaq, advising us that based upon Nasdaq’s review and pursuant to Listing Rule 5101, Nasdaq believes that we are a “public shell,” and that the continued listing of our securities is no longer warranted. We will not appeal Nasdaq’s determination. Therefore, we expect, based on Nasdaq’s written notice, that the trading of our common stock will be suspended as of the opening of business on February 2, 2023, and that Nasdaq will file a Form 25-NSE with the Securities and Exchange Commission, which will remove our common stock from listing and registration on Nasdaq.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| CALITHERA BIOSCIENCES, INC. | ||||||
| Dated: January 25, 2023 | ||||||
| By: | /S/ SUSAN M. MOLINEAUX, PH.D. | |||||
| Susan M. Molineaux, Ph.D. | ||||||
| President and Chief Executive Officer | ||||||