NKGN NKGen Biotech Inc

NKGen Biotech, Inc. (Nasdaq: NKGN), a clinical-stage biotechnology company focused on the development and commercialization of innovative autologous and allogeneic natural killer (“NK”) cell therapeutics, today announced that on March 3, 2025 it received notice that the Nasdaq Hearings Panel determined to delist the Company’s common stock from the Nasdaq Global Market after the close of trading on March 4, 2025, solely due to the Company’s continued failure to comply with Rule 5450(b)(2)(A) of Nasdaq’s Listing Requirements, related to the market value of its common stock. After delisting from Nasdaq, the Company expects that the common stock will be traded on a market operated by the OTC Markets Group, Inc. commencing on March 5, 2025. The Company intends to apply to trade on the OTCQX platform, the highest OTC tier, which requires ongoing compliance with SEC public reporting requirements. After initial trading on OTC Pink in a short transition period, NKGen’s common stock and warrants are expected to begin trading on the OTCQX platform under the same ticker symbols, “NKGN” for shares of common stock and “NKGNW” for warrants.

With the move away from Nasdaq and its minimum bid price requirement, the Company will not implement the previously announced 1-for-6 reverse stock split.

“Our Company has navigated significant challenges this past year, mostly related to the financial restructuring of our former parent company in South Korea, NKMAX, Co. Ltd.,” said Paul Y. Song, M.D., Chairman and Chief Executive Officer of NKGen. “Despite these obstacles, our science and clinical data have remained a consistent source of strength. While initially met with skepticism, our innovative approach using one’s own enhanced NK cells to improve proteins and reduce neuroinflammation in Alzheimer’s patients and other neurodegenerative diseases has gained significant traction. We’ve presented promising data at major Alzheimer’s focused medical conferences, Alzheimer’s Association International Conference (AAIC) and Clinical Trials on Alzheimer’s Disease (CTAD) in 2024, received U.S. FDA Fast Track designation, published our Phase 1 results in Alzheimer’s Research & Therapy, and attracted growing interest and support. We continue to work on funding the business to support our Phase 2 clinical trial, with the goal of achieving the necessary data and milestones towards obtaining accelerated approval. We remain intently focused on completing enrollment in our randomized Phase 2a Alzheimer’s clinical trial with an expected preliminary readout by year-end, and we look forward to resuming trading on Nasdaq once we are able to meet the necessary listing requirements and apply again.”

NKGen Interim Chief Financial Officer James Graf added, “We look forward to continued support from our stockholders and active liquidity in our shares trading on the OTC Markets until we can re-list on Nasdaq. We do not expect this transition to materially affect our ongoing financing discussions, especially as we intend to maintain SEC reporting obligations and do not have to proceed with the previously announced reverse stock split.”

About NKGen BiotechNKGen is a clinical-stage biotechnology company focused on the development and commercialization of innovative autologous and allogeneic NK cell therapeutics. NKGen is headquartered in Santa Ana, California, USA. For more information, please visit www.nkgenbiotech.com.

Forward-Looking Statements Statements contained in this press release may contain “forward-looking statements” within the meaning of Section 27A of the Securities Act and Section 21E of the Securities Exchange Act of 1934, as amended. Forward-looking statements may be identified by the use of words such as “anticipate”, “believe”, “could”, “continue”, “expect”, “estimate”, “may”, “plan”, “outlook”, “future” and “project” and other similar expressions that predict or indicate future events or trends or that are not statements of historical matters. Because such statements are subject to risks and uncertainties, many of which are outside of the Company’s control, actual results may differ materially from those expressed or implied by such forward-looking statements. Such statements include, but are not limited to, statements regarding the Company’s plans and expected timing for developing troculeucel and SNK02, including the expected timing of completing and announcing further results from its ongoing clinical studies; and the Company’s expected timing for developing its product candidates and potential benefits of its product candidates. Risks that contribute to the uncertain nature of the forward-looking statements include: the Company’s ability to execute its plans and strategies; risks related to performing clinical studies; the risk that initial and interim results of a clinical study do not necessarily predict final results and that one or more of the clinical outcomes may materially change as patient enrollment continues, following more comprehensive reviews of the data, and as more patient data become available; potential delays in the commencement, enrollment and completion of clinical studies and the reporting of data therefrom; the risk that studies will not be completed as planned; the risk that the abstract will not be published as planned including delays in timing, format, or accessibility; and NKGen’s ability to raise additional funding to complete the development of its product candidates. These and other risks and uncertainties are described more fully under the caption “Risk Factors” and elsewhere in the Company’s filings and reports, which may be accessed for free by visiting the Securities and Exchange Commission’s website at www.sec.gov and on the Company’s website under the subheading “Investors—Financial and Filings”. Investors should take such risks into account and should not rely on forward-looking statements when making investment decisions. All forward-looking statements contained in this press release speak only as of the date on which they were made. The Company undertakes no obligation to update such statements to reflect events that occur or circumstances that exist after the date on which they were made, except as required by law.

Internal Contact:Denise Chua, MBA, CLS, MLS (ASCP)SVP, Corporate Affairs949-396-6830dchua@nkgenbiotech.com