TGL 8-K
Treasure Global Inc (TGL)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
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Item 3.01. Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing.
On December 2, 2025, Treasure Global Inc. (the “Company”) received a letter from the Listing Qualifications Department of The Nasdaq Stock Market LLC (“Nasdaq”) notifying the Company that the Staff has determined to delist the Company’s securities from The Nasdaq Capital Market (the “Staff Determination”). The Staff Determination was issued because (i) the Company failed to comply with the minimum bid price requirement under Nasdaq Listing Rule 5550(a)(2), and (ii) pursuant to Nasdaq Listing Rule 5810(c)(3)(A)(iv), the Company is not eligible to receive a compliance period due to having effected a reverse stock split over the prior one-year period and multiple reverse stock splits over the prior two-year period with a cumulative ratio in excess of 250-for-1.
As noted in the Staff Determination, the Company effected a 1-for-70 reverse stock split on February 27, 2024, and a 1-for-50 reverse stock split on April 7, 2025, resulting in a cumulative 1-for-3,500 reverse split ratio. The Staff also noted that the closing bid price of the Company’s common stock was below $1.00 per share for 30 consecutive business days from October 15 through November 28, 2025.
The Company has elected to request a hearing before a Nasdaq Hearings Panel (the “Panel”) to appeal the Staff Determination. The hearing request automatically stays the suspension of trading in the Company’s securities and the filing of the Form 25-NSE with the Securities and Exchange Commission pending the Panel’s decision. In connection with the hearing, the Company intends to present a plan to regain compliance with the applicable listing standards. During the appeal process with the Panel, the Company’s common stock will continue to be listed and trade on Nasdaq.
The Staff Determination does not affect the Company’s business operations or its reporting obligations under the Securities Exchange Act of 1934, as amended.
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| Date: December 3, 2025 | TREASURE GLOBAL INC | |
| By: | /s/ Carlson Thow | |
| Name: | Carlson Thow | |
| Title: | Chief Executive Officer | |
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