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Top KingWin Ltd. Received Nasdaq Delisting Notice Subject to Hearing Request

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Top KingWin (NASDAQ:WAI) received a delisting notice from Nasdaq on August 18, 2025, due to its stock price closing below $1 per share for 30 consecutive business days, violating Nasdaq Listing Rule 5550(a)(2).

The company is not eligible for the standard 180-day compliance period due to a previous reverse stock split in May 2025. Top KingWin must request a hearing appeal by August 25, 2025 to avoid suspension of trading on August 27, 2025. The company has already secured shareholder approval for another reverse stock split to regain compliance.

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Positive

  • Shareholders have approved a reverse stock split to address compliance issues
  • Company has the opportunity to appeal the delisting determination

Negative

  • Stock price has fallen below $1 for 30 consecutive business days
  • Company faces potential delisting from Nasdaq
  • Previous reverse stock split in May 2025 failed to maintain compliance
  • Not eligible for standard 180-day compliance period

News Market Reaction 17 Alerts

-22.88% News Effect
+13.1% Peak Tracked
-12.6% Trough Tracked
-$3M Valuation Impact
$9M Market Cap
0.8x Rel. Volume

On the day this news was published, WAI declined 22.88%, reflecting a significant negative market reaction. Argus tracked a peak move of +13.1% during that session. Argus tracked a trough of -12.6% from its starting point during tracking. Our momentum scanner triggered 17 alerts that day, indicating notable trading interest and price volatility. This price movement removed approximately $3M from the company's valuation, bringing the market cap to $9M at that time.

Data tracked by StockTitan Argus on the day of publication.

SHENZHEN, China, Aug. 22, 2025 (GLOBE NEWSWIRE) -- Top KingWin Limited ("Top KingWin" or the "Company") (Nasdaq: WAI), announced today that the Company received a letter from the Nasdaq Stock Market LLC (“Nasdaq”) on August 18, 2025, notifying the Company that the Nasdaq staff has determined to delist the Company’s class A ordinary shares from The Nasdaq Capital Market (the “Delisting Determination”), because the bid price of the Company’s listed securities has closed at less than $1 per share over the previous 30 consecutive business days, and therefore no longer complies with the Nasdaq Listing Rule 5550(a)(2) (the “Rule”). Normally, a company would be afforded a 180-calendar day period to demonstrate compliance with the Rule. However, pursuant to the Nasdaq Listing Rule 5810(c)(3)(A)(iv), the Company is not eligible for any compliance period specified in Nasdaq Listing Rule 5810(c)(3)(A) due to the fact that the Company effected a reverse stock split in May 2025, or within the prior one-year period.

The Company was provided until August 25, 2025 to request an appeal of the Delisting Determination to the hearing panel. The Company intends to request such hearing to appeal the Delisting Determination before that date, which will stay the suspension of its securities from the date of the request, during which time such securities will continue to be listed on The Nasdaq Capital Market.

If the Company fails to request an appeal of the Delisting Determination by August 25, 2025, trading of the Company’s ordinary shares will be suspended at the opening of business on August 27, 2025, and a Form 25-NSE will be filed with the U.S. Securities and Exchange Commission, which will remove the Company’s securities from listing and registration on The Nasdaq Stock Market.

The Company has secured the shareholders’ approval for a reverse stock split in order to regain compliance with the aforementioned rules.

About Top KingWin Ltd

Top KingWin’s main clients are entrepreneurs and executives in small and medium-sized enterprises in China. Services provided by Top KingWin to its clients including (i) corporate business training services, which mainly focus on providing training services of advanced knowledge and new perspectives on the capital markets, (ii) corporate consulting services, which mainly focus on providing a combination of customized corporate consulting services to fulfill client's unique financial needs, (iii) advisory and transaction services, which mainly focus on connecting entrepreneurs and businesses with diversified sources of capital, and (iv) sales of devices to support artificial intelligence data collection and analysis. Its mission is to provide comprehensive services to address clients' needs throughout all phases of their development and growth.

Forward-Looking Statements

This press release contains forward-looking statements. All statements other than statements of historical fact in this press release are forward-looking statements, including but not limited to, the use of proceeds from the Company's offering, the intent, belief or current expectations of Top KingWin and members of its management, as well as the assumptions on which such statements are based. These forward-looking statements involve known and unknown risks and uncertainties and are based on current expectations and projections about future events and financial trends that the Company believes may affect its financial condition, results of operations, business strategy and financial needs. Investors can identify these forward-looking statements by words or phrases such as “may,” “will,” “expect,” “anticipate,” “aim,” “estimate,” “intend,” “plan,” “believe,” “potential,” “continue,” “is/are likely to” or other similar expressions. The Company undertakes no obligation to update forward-looking statements to reflect subsequent occurring events or circumstances, or changes in its expectations, except as may be required by law. Although the Company believes that the expectations expressed in these forward-looking statements are reasonable, it cannot assure you that such expectations will turn out to be correct, and the Company cautions investors that actual results may differ materially from the anticipated results and encourages investors to review other factors that may affect its future results in the Company's registration statement and in its other filings with the SEC.

For more information, please contact:

Bonnie

Email: IR@tcjhgw.cn


FAQ

Why is Top KingWin (WAI) facing Nasdaq delisting?

Top KingWin is facing delisting because its stock price closed below $1 per share for 30 consecutive business days, violating Nasdaq Listing Rule 5550(a)(2).

What happens if Top KingWin (WAI) doesn't appeal the Nasdaq delisting by August 25, 2025?

If Top KingWin doesn't appeal by August 25, 2025, trading will be suspended on August 27, 2025, and the company will be delisted from Nasdaq through a Form 25-NSE filing.

What options does Top KingWin (WAI) have to maintain its Nasdaq listing?

Top KingWin can appeal the delisting determination by requesting a hearing panel review by August 25, 2025, and has secured shareholder approval for a reverse stock split to regain compliance.

Why isn't Top KingWin (WAI) eligible for the standard 180-day compliance period?

Top KingWin is not eligible because it already executed a reverse stock split in May 2025, within the prior one-year period, as per Nasdaq Listing Rule 5810(c)(3)(A)(iv).

Will Top KingWin (WAI) stock continue trading during the appeal process?

Yes, Top KingWin's shares will continue trading on Nasdaq during the appeal process, from the date of the hearing request until the panel's decision.
Top KingWin Ltd

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