Nasdaq Files to Delist Humacyte Redeemable Warrants

What happened

On August 25, 2026, the Nasdaq Stock Market LLC filed a Form 25 with the U.S. Securities and Exchange Commission to delist and deregister Humacyte, Inc.'s redeemable warrants. Each whole warrant is exercisable for one share of common stock at an exercise price of $11.50.

The filing cites the exchange's compliance with its rules under 17 CFR 240.12d2-2(b), and notes that the issuer has complied with the requirements for voluntary withdrawal under 17 CFR 240.12d2-2(c). The form was signed by an authorized representative of Nasdaq, not by Humacyte.

Humacyte, based in Durham, North Carolina, is a biotechnology company focused on developing bioengineered human tissues and organs. Its common stock closed at $0.6816 on the day of the filing, down 2.77% from the prior close.

The filing

The Form 25 is a notification of removal from listing and/or registration under Section 12(b) of the Securities Exchange Act of 1934. It is the formal mechanism by which a security is stripped from an exchange's listing, either at the exchange's initiative or at the issuer's request.

Here, the filing states that both the exchange and the issuer have complied with the relevant rules, indicating this was a coordinated delisting. The warrants are the only class of securities mentioned; the common stock is not part of this Form 25.

The form does not state a specific reason for the delisting, such as a scheduled expiration or a corporate action. The plain text shows only that Nasdaq filed the notice and that Humacyte cooperated with the process.

What this means

A Form 25 is the official step to end a security's life on a national exchange like Nasdaq. Once filed, the exchange typically stops trading in the security after a short period, and the security loses its exchange listing and its SEC registration under Section 12(b).

The warrants discussed here are a type of derivative security: they give the holder the right to buy one share of Humacyte common stock at $11.50 per share. Such warrants are often issued as part of a public offering or a merger, and they typically have a fixed expiration date. The $11.50 exercise price is common for warrants issued in SPAC or IPO contexts.

Because the filing mentions voluntary withdrawal by the issuer, it is likely that the warrants are being retired—possibly because they are nearing expiration or have been called for redemption. However, this filing alone does not confirm the cause. What is clear is that the warrants will no longer trade on Nasdaq after the delisting takes effect.

For a small biotech company like Humacyte, delisting warrants does not directly affect its common stock listing, but it removes one way investors can trade the company's equity-linked securities. The company's shares continue to trade, as of the close on the filing date.