Origin Materials said Wednesday that it will voluntarily delist its common stock from the Nasdaq Capital Market and file to deregister with the Securities and Exchange Commission, a step the company’s board approved under a previously announced Plan of Dissolution.
The announcement came with a marked market reaction - shares fell 16.4% in after-hours trading on Wednesday following the company’s statement. Origin had made investors aware of its intention to pursue delisting in a company update dated May 1, 2026.
Under the timeline disclosed by the company, Origin notified Nasdaq of its intention to voluntarily delist and plans to submit a Form 25 with the SEC on or about June 22, 2026. The company expects the delisting to take effect on July 2, 2026. Shareholders of record will vote on the Plan of Dissolution at a meeting scheduled for July 1, 2026.
Origin also detailed steps tied to its capital structure and reporting status. Its outstanding warrants are set to expire on June 24, 2026, and Nasdaq is expected to suspend trading of those warrants prior to the market open that day. The company indicated it intends to file a Form 15 with the SEC on or about July 10, 2026, to terminate registration of its common stock and suspend the obligation to file periodic reports under the Securities Exchange Act of 1934.
Commenting on the board’s decision, Matt Plavan, Origin’s interim chief executive officer, said the board concluded that voluntary delisting aligns with the company’s previously stated objective to maximize shareholder value. Plavan noted the potential to sell the company’s technology and related assets and cited the opportunity to eliminate significant legal, audit, and other costs associated with maintaining a public-company listing as a motivating factor.
The company said that following the planned delisting, any trading in Origin’s common stock would take place on the over-the-counter market. Origin added that it does not intend to apply for an OTC quotation. The company also warned that if shareholders approve the Plan of Dissolution, there will be no trading market for its common stock after the certificate of dissolution is filed.
Context and implications
The board’s action formally moves Origin toward removing itself from the regulatory and public reporting framework tied to a Nasdaq listing and SEC registration. The timetable for Forms 25 and 15, the warrant expiration and the shareholder vote together set distinct near-term milestones that will determine whether trading continues, shifts to the OTC market, or ceases entirely upon dissolution.
The company framed the decision partly as a cost-management measure - citing the potential to eliminate legal, audit, and other costs of being public - and as consistent with previously announced plans to sell technology and related assets as part of maximizing shareholder value.
Next scheduled dates and items to watch
- June 22, 2026 (on or about) - Expected filing of Form 25 with the SEC to effect delisting notification to Nasdaq.
- June 24, 2026 - Expiration date for the company’s warrants; Nasdaq expected to suspend warrant trading before the market opens that day.
- July 1, 2026 - Shareholder meeting to vote on the Plan of Dissolution.
- July 2, 2026 - Anticipated effective date of the Nasdaq delisting.
- July 10, 2026 (on or about) - Expected filing of Form 15 to terminate registration and suspend periodic reporting obligations.