CalciMedica Seeks Stockholder Nod for Reverse Split to Avert Nasdaq Delisting and $34M Warrant Issuance

summarizeSummary

CalciMedica's proxy seeks approval for a reverse stock split to avoid Nasdaq delisting, issuance of warrants that could raise $34 million but dilute shareholders by over 100%, and an increase in its equity plan reserve.

check_boxKey Events · Corporate Governance and Compliance · CALC

• Reverse Stock Split Proposed

  The board seeks approval for a reverse split between 1-for-2 and 1-for-10 to lift the stock price above $1.00 and regain Nasdaq compliance. A deficiency notice was received in March 2026, and the company has until September 14, 2026 to cure.

• Warrant Issuance Could Raise $34M

  Stockholders are asked to approve the issuance of Series A and B warrants from a June 2026 private placement, covering up to 37.3 million shares. If exercised for cash, the company could receive up to $34 million in gross proceeds, but existing shareholders face substantial dilution.

• Equity Plan Amendment Increases Dilution

  The board proposes to increase the 2023 Equity Incentive Plan share reserve by an unspecified number of shares and modify the evergreen provision to include convertible preferred stock and pre-funded warrants in the annual increase calculation, further diluting existing holders.

• Contingent Awards to Executives and Directors

  Contingent stock options for executives and directors will be granted if the equity plan amendment is approved, with the number of shares and exercise price left blank in the preliminary proxy.

auto_awesomeAnalysis · CALC · Life Sciences

To regain compliance with Nasdaq's $1.00 minimum bid price rule, CalciMedica is asking stockholders to approve a reverse stock split. A deficiency notice arrived in March 2026, and with the stock closing at $0.83 on July 13, 2026, the company has until September 14, 2026 to cure the shortfall. Without the reverse split, a delisting to the OTC looms, which would severely impair liquidity and financing options. The proxy also seeks approval to issue up to 37.3 million shares underlying Series A and B warrants from a June 2026 private placement — a potential $34 million in additional capital but significant dilution for existing holders. Further dilution would come from the board's request to increase the equity plan share reserve and modify its evergreen provision. These proposals are critical to the company's survival and capital structure.