Origin Materials Reaffirms Intention to Voluntarily Delist from Nasdaq and Deregister with SEC

WEST SACRAMENTO, Calif.--(BUSINESS WIRE)--Origin Materials (“Origin”) (NASDAQ: ORGN, ORGNW) today announced that the Company’s board of directors (the “Board”) has approved the decision to voluntarily delist the Company’s common stock from the Nasdaq Capital Market (“Nasdaq”) and deregister its common stock with the Securities and Exchange Commission (the “SEC”).

“We announced in our May 1, 2026 Company update that we intend to delist our common stock and warrants from Nasdaq in connection with the Plan of Dissolution that we asked shareholders to approve at our upcoming shareholder meeting on July 1, 2026,” said Matt Plavan, interim CEO of Origin Materials. “Origin’s warrants will expire according to their terms on June 24, 2026. We expect Nasdaq will suspend trading of the warrants prior to market open on June 24, 2026, and the warrants will be delisted from Nasdaq. While we are in compliance with applicable Nasdaq listing requirements, our Board determined that it is consistent with our prior stated intention to maximize shareholder value, which includes the sale of our technology and associated assets, to voluntarily delist our common stock now given the potential to eliminate significant legal, audit, and other costs associated with being a public company.”

Accordingly, Origin notified Nasdaq today of its intention to voluntarily delist its shares of common stock. In connection with the contemplated delisting, Origin intends to file a Form 25 with the SEC on or about June 22, 2026. The delisting of Origin’s common stock from Nasdaq is expected to become effective on July 2, 2026. Nasdaq is expected to file a Form 25 to delist Origin’s warrants in connection with their expiration on June 24, 2026. Origin intends to file a Form 15 with the SEC on or about July 10, 2026, terminate the registration of its common stock with the SEC, and immediately suspend its obligation to file periodic reports under the Securities Exchange Act of 1934, as amended (the “Exchange Act”).

Following the delisting, any trading in Origin’s common stock would occur, if at all, on the over-the-counter market (“OTC”). Origin does not intend to apply to have its common stock quoted on OTC. Furthermore, if Origin’s shareholders approve the Plan of Dissolution, after it files the certificate of dissolution, there will be no trading market for Origin’s common stock.

Cautionary Note on Forward-Looking Statements

This press release contains certain forward-looking statements within the meaning of the federal securities laws. These statements are based on our estimates and assumptions as of the date of this press release and are subject to risks and uncertainties. Forward-looking statements generally are accompanied by words such as “believe,” “may,” “will,” “estimate,” “continue,” “anticipate,” “intend,” “expect,” “should,” “would,” “plan,” “predict,” “project,” “potential,” “seem,” “seek,” “target,” “future,” “outlook,” “guidance,” “maintain,” and similar expressions that predict or indicate future events or trends or that are not statements of historical matters. For example, statements relating to the delisting of the Company’s common stock and warrants from Nasdaq (including its intention to file a Form 25 on or about June 22, 2026) and deregistration of the Company’s common stock under the Exchange Act (including its intention to file a Form 15 on or about July 10, 2026), as well as the suspension of its reporting obligations under the Exchange Act and expected timing, the possibility of trading of the Company’s common stock on OTC, the Company’s intention not to seek quotation of its common stock on OTC, and shareholder approval of the Plan of Dissolution and any subsequent filing of a certificate of dissolution. All forward-looking statements are based on various assumptions, whether or not identified in this press release, and on the current expectations of Origin’s management, and are not predictions of actual performance. These forward-looking statements are provided for illustrative purposes only and are not intended to serve as, and you must not rely on them as, a guarantee, an assurance, a prediction, or a definitive statement of fact or probability. Actual events and circumstances are difficult or impossible to predict and will differ from assumptions. Many actual events and circumstances are beyond Origin’s control. These forward-looking statements are subject to a number of risks and uncertainties including those factors discussed in Origin’s Annual Report on Form 10-K filed with the SEC on March 30, 2026 under the heading “Risk Factors,” and other documents Origin has filed, or will file, with the SEC. These filings, when available, are available on the investor relations section of Origin’s website at investors.originmaterials.com and on the SEC’s website at www.sec.gov. If any of these risks materialize or Origin’s assumptions prove incorrect, actual results could differ materially from the results implied by these forward-looking statements. There may be additional risks that Origin does not presently know or currently believes are immaterial that could also cause actual results to differ from those contained in the forward-looking statements. Given these risks and uncertainties, readers are cautioned not to place undue reliance on such forward-looking statements. Origin undertakes no obligation to revise or publicly release the results of any revision to these forward-looking statements, except as required under applicable law. These forward-looking statements should not be relied upon as representing Origin’s assessments of any date subsequent to the date of this press release. Accordingly, undue reliance should not be placed upon the forward-looking statements.