{"url_path":"/sec/brns/8-k/2026-07-02/item-8-01","section_key":"item-8-01","section_title":"Item 8.01 Other Events.**","topic":"sec","document":{"doc_type":"8-K","doc_date":"2026-07-02","source_url":"https://www.sec.gov/Archives/edgar/data/1828185/0001104659-26-080308-index.html","accession_number":"0001104659-26-080308","cik":"0001828185","ticker":"BRNS","issuer_name":"Barinthus Biotherapeutics plc.","edgar_url":"https://www.sec.gov/Archives/edgar/data/1828185/0001104659-26-080308-index.html","primary_entity_key":"0001828185","primary_entity_name":"Barinthus Biotherapeutics plc."},"word_count":440,"has_tables":true,"body_markdown":"**Item 8.01. Other Events.**\n\n \n\nAs previously reported, on December 30, 2025, the Company received\na notification letter from The Nasdaq Stock Market LLC (“Nasdaq”) notifying the Company that, for the last 30 consecutive\nbusiness days, the closing bid price for the Company’s American Depositary Shares (the “ADSs”), has been below the minimum\n$1.00 per share required (the “Bid Price Requirement”) for continued listing on the Nasdaq Global Market pursuant to Nasdaq\nListing Rule 5450(a)(1). In accordance with Nasdaq Listing Rule 5810(c)(3)(A), the Company was given 180 calendar days, or until\nJune 29, 2026, to regain compliance with the Bid Price Requirement pursuant to Nasdaq Listing Rule 5450(a)(1).\n\n \n\nOn June 30, 2026, the Company received a notice (the “Extension\nNotice”) from Nasdaq informing the Company that Nasdaq had granted the Company an additional 180 calendar days, or until December 28,\n2026, to regain compliance with the Bid Price Requirement for continued listing on the Nasdaq Capital Market under Nasdaq Listing Rule 5550(a)(2).\nIn connection with the Extension Notice, the listing of the ADSs was transferred from the Nasdaq Global Market to the Nasdaq Capital Market,\neffective as of July 2, 2026. The Extension Notice has no other immediate effect on the listing of the ADSs.\n\n \n\nThe Company intends to continue actively monitoring the bid price\nfor its ADSs between now and December 28, 2026, and will consider available options to resolve the deficiency and regain\ncompliance with the Bid Price Requirement. These options include, but are not limited to, effecting a reverse stock split, if\nnecessary, to attempt to regain compliance. If at any time before December 28, 2026, the closing bid price of the ADSs is at\nleast $1.00 per share for a minimum of 10 consecutive business days (which may be extended to be a period of up to 20 consecutive\nbusiness days at the discretion of the Staff), Nasdaq will provide written confirmation that the Company has regained compliance\nwith the Bid Price Requirement. If the Company does not regain compliance within the additional compliance period, Nasdaq will\nprovide notice that the ADSs will be subject to delisting. The Company would then be entitled to appeal that determination to a\nNasdaq hearings panel. There is no assurance, however, that the Company will regain compliance with the Bid Price Requirement or\nthat the ADSs will not be delisted from Nasdaq.\n\n \n\n \n\n \n\n \n\n**SIGNATURE**\n\n \n\nPursuant to the requirements of the Securities\nExchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.\n\n \n\n \n**BARINTHUS BIOTHERAPEUTICS\nPLC**\n\n \n \n \n\nDated: July 2, 2026\nBy:\n/s/\nWilliam Enright\n\n \nName:\nWilliam Enright\n\n \nTitle:\nChief Executive Officer"}