XCH 6-K
XCHG Ltd (XCH)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 6-K
REPORT OF FOREIGN PRIVATE ISSUER
PURSUANT TO RULE 13a-16 OR 15d-16 UNDER
THE SECURITIES EXCHANGE ACT OF 1934
For the month of June 2026
Commission file number: 001-42208
XCHG Limited
(Exact Name of Registrant as Specified in Its Charter)
XCharge Europe GmbH, Heselstücken 18,
22453 Hamburg, Germany
XCharge Energy USA Inc, 19121 Marketplace Avenue,
Building 2-Suite 2-145, Kyle, TX 78640, United States
(Address of Principal Executive Offices)
Indicate by check mark whether the registrant files or will file annual reports under cover Form 20-F or Form 40-F.
Form 20-F ☒ Form 40-F ☐
The information contained in this Report on Form 6-K, including Exhibit 99.1 hereto, is hereby incorporated by reference into the Company’s registration statement on Form F-3 (File No. 333-292266) and S-8 (Registration No. 333-294184).
EXHIBIT INDEX
Exhibit No. Description
99.1 Press Release
SIGNATURE
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, thereunto duly authorized.
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XCHG Limited |
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Date: June 30, 2026 |
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By: |
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/s/ Yifei Hou |
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Name: Yifei Hou Title: Co-Chief Executive Officer |
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Exhibit 99.1
XCharge Receives Nasdaq Notice Regarding Minimum Bid Price Requirement
HAMBURG, Germany & AUSTIN, Texas, June 30, 2026 (GLOBE NEWSWIRE) -- XCHG Limited (“XCharge” or the “Company”) (Nasdaq: XCH), a global leader in integrated EV charging solutions, today announced that it received a written notice (the “Notice”) dated June 24, 2026, from the Listing Qualifications Department of The Nasdaq Stock Market LLC (“Nasdaq”), notifying the Company that it is not currently in compliance with the minimum bid price requirement set forth in Nasdaq Listing Rule 5450(a)(1), as the closing bid price of the Company’s American Depositary Shares (“ADSs”) was below $1.00 per ADS for 30 consecutive business days.
The Notice has no immediate effect on the listing of the Company's ADSs, which will continue to trade on Nasdaq under the ticker symbol “XCH”. The receipt of the Notice does not impact the Company’s business operations, contractual obligations, or reporting requirements with the U.S. Securities and Exchange Commission.
Pursuant to Nasdaq Listing Rule 5810(c)(3)(A), the Company has 180 calendar days, or until December 21, 2026, to regain compliance by having the closing bid price meet or exceed $1.00 per ADS for a minimum of 10 consecutive business days.
In the event the Company does not regain compliance by December 21, 2026, the Company may be afforded a second 180-calendar-day compliance period. To qualify for this additional time, the Company will be required to meet the continued listing requirement for market value of publicly held shares and all other initial listing standards for Nasdaq, with the exception of the minimum bid price requirement, and will need to provide written notice of its intention to cure the deficiency during the second compliance period. If the Company does not regain compliance within the allotted compliance period(s), including any extensions that may be granted by Nasdaq, Nasdaq will provide notice that the Company’s ADSs will be subject to delisting.
The Company intends to continue monitoring the closing bid price of its ADSs and intends to consider available options to regain compliance with the minimum bid price requirement.
This announcement is made in compliance with Nasdaq Listing Rule 5810(b), which requires prompt disclosure of receipt of a deficiency notification.
About XCharge
XCharge (Nasdaq: XCH) is a global supplier of high-performance electric vehicle charging solutions and energy storage solutions. The Company has headquarters in Hamburg and Austin,
working with a globally networked team to drive innovation in the field of energy and help its customers achieve long-term success.
Safe Harbor Statement
This press release contains forward-looking statements. Such statements are made pursuant to the “safe harbor” provisions of the U.S. Private Securities Litigation Reform Act of 1995. Statements that are not historical facts, including statements about XCHG Limited's beliefs and expectations, are forward-looking statements. Forward-looking statements involve inherent risks and uncertainties, and a number of factors could cause actual results to differ materially from those contained in any forward-looking statement. In some cases, forward-looking statements can be identified by words or phrases such as “may,” “will,” “expect,” “anticipate,” “objective,” “target,” “aim,” “estimate,” “intend,” “plan,” “believe,” “potential,” “continue,” “is/are likely to” or other similar expressions. Further information regarding these and other risks, uncertainties or factors is included in XCHG Limited’s filings with the United States Securities and Exchange Commission.
All information provided in this press release is as of the date of this press release, and XCHG Limited does not undertake any duty to update such information, except as required under applicable law.
For investor and media inquiries, please contact:
XCharge
IR Department
Email: [email protected]