BirchBioMed, a clinical-stage biotechnology company developing treatments for scarring and autoimmune diseases, filed with the U.S. Securities and Exchange Commission on Wednesday to register its shares and complete a direct listing on the Nasdaq.

Unlike a traditional initial public offering, BirchBioMed will not raise new capital through the listing. The shares being registered are expected to be sold by existing shareholders, meaning proceeds from the transactions will go to the selling stockholders rather than the company.

The company did not disclose an anticipated timing for the Nasdaq listing.

Existing Shareholders to Sell Up to 29.9 Million Shares

Registered stockholders plan to sell up to 29.9 million shares of BirchBioMed common stock as part of the proposed direct listing.

The company most recently issued 45,000 shares in a private placement in April 2026 at $8 per share. In August 2026, BirchBioMed entered into an amended and restated subscription agreement covering an additional 11,250 shares at the same $8 price.

Based on the $8 private placement price, BirchBioMed would have an implied market capitalization of approximately $316 million.

Because the proposed transaction is structured as a direct listing rather than a firm-commitment offering, BirchBioMed will not receive proceeds from the sale of the registered shares.

Biotechnology Platform Targets Fibrosis and Scarring

BirchBioMed is a clinical-stage biopharmaceutical company and a spin-off from the University of British Columbia. The company is developing regenerative treatments for organ fibrosis, topical scarring and certain autoimmune diseases.

Its lead candidate, FS2, also known as kynurenic acid, is being developed for multiple applications. As a topical therapy, FS2 is being evaluated for the prevention and treatment of scarring in burn victims requiring skin grafts.

The topical program is currently in a Phase 2b/Phase 3 trial, placing the company’s lead candidate in a relatively advanced stage of clinical development.

BirchBioMed is also developing FS2 as a systemic treatment for organ fibrosis, with idiopathic pulmonary fibrosis serving as the initial target indication.

Second Candidate Expands Autoimmune Pipeline

BirchBioMed’s second candidate, AI-001, combines a one-time injection of antigen-presenting cells with daily administration of FS1 or FS2.

The company is developing AI-001 for Type 1 diabetes and alopecia areata. Phase 1b/Phase 2a trials are planned for both indications, giving the company additional clinical programs beyond its lead FS2 development efforts.

The combination of regenerative medicine and autoimmune disease programs provides BirchBioMed with multiple potential clinical applications as it advances its pipeline.

Direct Listing Differs From Traditional IPO

The proposed Nasdaq transaction is structured as a direct listing rather than a conventional IPO. Existing shareholders will sell the registered shares, while BirchBioMed itself will not issue new shares to raise capital through the listing.

As a result, the transaction will not provide the company with new proceeds to fund clinical development, research or other corporate activities.

There are also no underwriters involved in the deal because it is not being conducted as a firm-commitment offering. Maxim Group will instead serve as BirchBioMed’s financial advisor.

BirchBioMed Targets Nasdaq Listing Under BRBM

BirchBioMed was founded in 2015 and is based in King City, Canada. The company plans to list its common stock on the Nasdaq under the symbol BRBM.

The registration of up to 29.9 million shares represents a significant potential increase in the publicly tradable share base. The ultimate market value and trading dynamics will depend on the number of shares actually sold and the market price following the listing.

Outlook

BirchBioMed’s proposed Nasdaq direct listing provides existing shareholders with a potential path to public trading without requiring the company to conduct a new capital raise. The structure also allows the company to pursue a public-market listing while retaining its existing capital position.

For investors, the primary focus will remain on the company’s clinical pipeline, particularly FS2 and its Phase 2b/Phase 3 scarring program. Progress in organ fibrosis and the planned development of AI-001 for Type 1 diabetes and alopecia areata could also influence the company’s longer-term prospects.

With an implied valuation of approximately $316 million based on its recent $8 private placement, BirchBioMed is entering the public markets with a clinical-stage portfolio that could provide multiple development opportunities, while the absence of new capital from the direct listing means future funding requirements will remain an important consideration.