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Third Harmonic (NASDAQ:HLIT) Bio, Inc. (NASDAQ:THRD) notified The Nasdaq Stock Market LLC on Monday of its intention to voluntarily delist its common stock and deregister under Section 12(b) of the Securities Exchange Act of 1934 as part of its previously announced plan of liquidation and dissolution. This information is based on a press release statement filed with the Securities and Exchange Commission. According to InvestingPro data, the company currently maintains a market capitalization of $246 million and holds a "Fair" overall financial health score, with notably strong liquidity metrics.
The company plans to file a Form 25 with the SEC on or about July 31, 2025, to effect the voluntary delisting. Trading of the company’s common stock on Nasdaq is expected to be suspended before the market opens on July 31, 2025. Following the effectiveness of the Form 25, Third Harmonic Bio intends to file a Form 15 to suspend its reporting obligations and deregister its common stock.
In connection with the dissolution, the board of directors authorized and approved a liquidation distribution of $5.35 per share of common stock. The record date for determining stockholders entitled to receive any future distributions of available assets is set for July 31, 2025. The company estimates that the first distribution will be made in August 2025. After the close of business on July 31, 2025, the company will close its stock transfer books, and shares will no longer be transferable except under limited circumstances such as by will or operation of law. InvestingPro analysis shows the company’s strong balance sheet position, with a current ratio of 54.1 and minimal debt-to-equity ratio of 0.01, suggesting sufficient assets to meet its liquidation commitments. Get access to 8 more key ProTips and comprehensive financial metrics with an InvestingPro subscription.
Several officers will depart as part of the company’s wind-down. Edward Conner, Julie Person, Jennifer Dittman, and Dennis Dean will cease serving in their respective executive roles effective as of the dissolution. Natalie Holles is expected to step down as chief executive officer at a later date. Christopher Murphy, chief financial and business officer, will continue in his role through the three-year wind-down period, with a base salary of $50,000 per year and a $100,000 bonus at the end of the term, contingent on continued service.
These updates follow the approval of the dissolution plan by stockholders at the company’s annual meeting on June 5, 2025.
In other recent news, Third Harmonic Bio, Inc. stockholders have approved the company’s Plan of Liquidation and Dissolution, with an overwhelming 99.9% of votes in favor. The company plans to make an initial distribution to stockholders in the third quarter of 2025, with total distributions estimated between $5.30 and $5.44 per share. Additionally, Third Harmonic Bio has reported promising results from a Phase 1 clinical trial of THB335, an oral wild-type KIT inhibitor, showing an 85% mean reduction in serum tryptase. The company is preparing for a Phase 2 clinical trial and plans to submit a regulatory filing to the FDA for trial clearance. As part of the liquidation plan, Third Harmonic Bio is initiating a sale process for THB335 and related intellectual property. In executive news, the company’s Chief Scientific Officer, Christopher Dinsmore, has stepped down, with severance benefits included in a pre-existing agreement. The company has yet to name a successor for the Chief Scientific Officer position. These developments are part of Third Harmonic Bio’s efforts to ensure compliance and transparency with its investors.
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