Celularity 恢复纳斯达克最低股价与市值合规，但延迟定期报告缺陷仍未解决

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UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
FORM
8-K
CURRENT
REPORT
Pursuant
to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date
of Report (Date of earliest event reported):
September 11, 2026
Celularity
Inc.
(Exact
name of registrant as specified in its charter)
Delaware
001-38914
83-1702591
(State
or other jurisdiction
of
incorporation)
(Commission
File
Number)
(IRS
Employer
Identification
No.)
170
Park Ave
Florham
Park
,
New Jersey
07932
(Address
of principal executive offices)
(Zip
Code)
Registrant’s
telephone number, including area code:
(908)
768-2170
N/A
(Former
name or former address, if changed since last report.)
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 Instructions 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
Class
A Common Stock, $0.0001 par value per share
CELU
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
8.01. Other Events.
On
September 11, 2026, Celularity Inc. (“Celularity”) received written notifications from the Listing Qualifications Staff of
The Nasdaq Stock Market LLC (“Nasdaq”) confirming that Celularity has regained compliance with the minimum bid price requirement
under Nasdaq Listing Rule 5550(a)(2) and the minimum market value of listed securities requirement under Nasdaq Listing Rule 5550(b)(2).
Nasdaq has advised Celularity that each of these matters is now closed.
Celularity’s
previously disclosed deficiency under Nasdaq Listing Rule 5250(c)(1), relating to the delayed filing of its periodic reports with the
Securities and Exchange Commission, remains outstanding. Celularity continues to work to complete its delayed filings and regain compliance
with Nasdaq’s periodic reporting requirement.
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.
CELULARITY
INC
.
Dated:
September 14, 2026
By:
/s/
K. Harold Fletcher
Name:
K.
Harold Fletcher
Title:
Chief
Legal and Strategy Officer