Washington, DC 20549



Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): September 12, 2023


(Exact name of registrant as specified in its charter)






(State or other jurisdiction
of incorporation)

File Number)

(IRS Employer
Identification No.)

7707 Fannin, Suite 200

Houston, TX, 77054

(Address of principal executive offices) (Zip Code)

Registrant’s telephone number, including area code (832968-4888

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of Each Class


Trading Symbol(s)


Name of Each Exchange on Which Registered

Common Stock, $0.001 par value


The Nasdaq Stock Market LLC

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.

Item 3.01

Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing.

On September 12, 2023, Kiromic Biopharma, Inc. (the “Company”) received written notice (the “Notice”) from the Nasdaq Stock Market, LLC (“Nasdaq”) that it would delist the Company’s shares of common stock from the Nasdaq Capital Market upon the opening of trading on September 14, 2023. The Company’s common stock will be traded on the OTC Pink Sheets while it pursues an uplisting to the OTCQB exchange and seeks to establish relationships with market makers to provide additional trading opportunities in the Company’s stock. However, there can be no assurance that a market for the Company’s shares will develop.

The Company does not expect the Staff’s determination to have any impact on its day-to-day operations.

Item 9.01.

Financial Statements and Exhibits.

(d) Exhibits.


Press release of Kiromic Biopharma, Inc.


Cover Page Interactive Data File (embedded within the XBRL document)



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.

Kiromic BioPharma, Inc.

Date: September 13, 2023


/s/ Pietro Bersani

Pietro Bersani

Chief Executive Officer


DRAFT #4 Exhibit 99.1

SEPTEMBER 13, 2023

Kiromic BioPharma Common Stock to Begin Trading on the OTC Pink Sheets on September 14

KRBP Suspended from Trading on Nasdaq

HOUSTON (September 13, 2023) – Kiromic BioPharma (NASDAQ: KRBP) (“Kiromic” or the “Company”), a clinical-stage, fully-integrated biotherapeutics company using its proprietary DIAMOND® artificial intelligence and data mining platform to develop cell therapies with a focus on immuno-oncology, announces that on September 12, 2023 it received formal notice from the NASDAQ Stock Market that the Company’s common stock has been suspended from trading on the Nasdaq Capital Market effective September 14, 2023, due to failure to demonstrate compliance with Listing Rule 5550(b)(1).

The Company’s common stock will be quoted on the Pink Sheets platform operated by OTC Markets Group Inc. (the “OTC”) and will commence trading on September 14, 2023 at the market open under the “KRBP” ticker symbol.

The Company’s stock will be quoted on the OTC Pink® Open Market while it pursues an uplisting to the OTCQB exchange.

Kiromic remains committed to maintaining transparency with its shareholders. While the reporting requirements are different on the OTC Pink Sheets, the Company will continue to file regular financial statements and provide updates consistent with Nasdaq requirements and past practices.

About Kiromic BioPharma

Kiromic BioPharma, Inc. is a clinical-stage, fully integrated biotherapeutics company using its proprietary DIAMOND® artificial intelligence (AI) 2.0 target discovery engine to develop and commercialize cell therapies focusing on immuno-oncology. Kiromic is developing a multi-indication allogeneic cell therapy platform that exploits the natural potency of Gamma Delta T-cells to target solid cancers. Kiromic’s DIAMOND® AI is where data science meets target identification to dramatically compress the years and hundreds of millions of dollars required to develop a live drug. The Company maintains offices in Houston, Texas. To learn more, visit www.kiromic.com and connect with us on Twitter and LinkedIn.

Forward-Looking Statements

This press release contains forward-looking statements that involve substantial risks and uncertainties. Kiromic makes such forward-looking statements pursuant to the safe harbor provisions of the United States Private Securities Litigation Reform Act, Section 21E of the Securities Exchange Act of 1934, as amended, and other federal securities laws. All statements other than statements of historical facts are forward-looking statements. In some cases, you can identify forward-looking statements by terms such as: “will,”



“potential,” “could,” “can,” “believe,” “intends,” “continue,” “plans,” “expects,” “anticipates,” “estimates,” “may,” or the negative of these terms or other comparable terminology. These forward-looking statements include, but are not limited to, statements regarding: Kiromic’s ability to achieve its objectives and Kiromic’s financing strategy and availability of funds. These forward-looking statements involve known and unknown risks, uncertainties and other factors that may cause actual results, levels of activity, performance, or achievements to be materially different from the information expressed or implied expressed or implied by these forward-looking statements. These risks and uncertainties include, but are not limited to, the risks and uncertainties discussed in our Annual Report on Form 10-K for the year ended December 31, 2022, and as detailed from time to time in our other SEC filings. You should not rely upon forward-looking statements as predictions of future events. Although we believe that the expectations reflected in the forward-looking statements are reasonable, we cannot guarantee that the future results, levels of activity, performance, or events and circumstances reflected in the forward-looking statements will be achieved or occur. Moreover, neither we nor any other person assumes responsibility for the accuracy and completeness of the forward-looking statements. Such forward-looking statements relate only to events as of the date of this press release. We undertake no obligation to update any forward-looking statements except to the extent required by law.



Kiromic BioPharma

Linda Phelan Dyson, MPH

Global Head, Corporate Communications



LHA Investor Relations

Tirth T. Patel



# # #



Document and Entity Information
Sep. 12, 2023
Document and Entity Information [Abstract]  
Document Type 8-K
Document Period End Date Sep. 12, 2023
Entity Registrant Name KIROMIC BIOPHARMA, INC.
Entity Incorporation, State or Country Code DE
Entity File Number 001-39619
Entity Tax Identification Number 46-4762913
Entity Address, Address Line One 7707 Fannin
Entity Address, Adress Line Two Suite 200
Entity Address, City or Town Houston
Entity Address State Or Province TX
Entity Address, Postal Zip Code 77054
City Area Code 832
Local Phone Number 968-4888
Written Communications false
Soliciting Material false
Pre-commencement Tender Offer false
Pre-commencement Issuer Tender Offer false
Title of 12(b) Security Common Stock, $0.001 par value
Trading Symbol KRBP
Security Exchange Name NASDAQ
Entity Emerging Growth Company true
Entity Ex Transition Period false
Entity Central Index Key 0001792581
Amendment Flag false

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