Waldencast plc reported a steep decline in its premarket share price Monday, with shares falling 15.3% after the company disclosed plans to voluntarily delist from Nasdaq and to deregister its securities under the U.S. Securities Exchange Act of 1934.
The company said it expects to submit a Form 25 to the U.S. Securities and Exchange Commission on or about September 24, 2026. If those filings proceed as indicated, the delisting would be expected to take effect on or about October 4, 2026, and the last day of trading on Nasdaq is anticipated to be October 2, 2026.
Waldencast noted that following the completion of the sale of Obagi Medical, it has become a single-brand company. The board will recommend that shareholders approve a name change to Milk Makeup plc at an upcoming Extraordinary General Meeting. Should shareholders approve the change, the company plans to seek quotation of its Class A Ordinary Shares in an over-the-counter market under the ticker symbol "MLKM".
The board's decision to pursue delisting and deregistration followed a review of several factors. Company materials state that maintaining a Nasdaq listing and U.S. public reporting status has become disproportionately costly relative to the company’s size after the Obagi Medical divestiture. In the year ended December 31, 2025, the company incurred central headquarters costs of $18.5 million. The board expects that a substantial portion of those headquarters costs could be eliminated following delisting and deregistration.
In addition to costs, the board cited limited trading volume and a constrained public float in the Class A Ordinary Shares. The company said its capital structure and financing needs no longer require access to U.S. public equity markets following full debt paydown using proceeds from the Obagi Japan trademark sale and the Obagi Medical divestiture.
Waldencast also outlined the next steps for reporting obligations. Upon filing a Form 15 on or about October 5, 2026, the company's obligation to file periodic reports with the SEC will be suspended immediately.
Context and implications
The company's move to leave Nasdaq and transition to an over-the-counter quotation, if approved by shareholders, reflects a narrower corporate footprint after recent asset sales and balance sheet changes. The board framed the decision around cost savings, reduced need for U.S. public market access and limited trading liquidity in the public float.
Shareholders will consider the proposed corporate name change at an Extraordinary General Meeting, after which the company would pursue the OTC quotation under the proposed ticker MLKM if the vote is successful.