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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
January 16, 2026
Date of Report (Date of earliest event reported)
Advanced Biomed Inc.
(Exact name of Company as specified in its charter)
| Nevada |
|
001-42548 |
|
87-2177170 |
| (State or other jurisdiction |
|
(Commission File Number) |
|
(IRS Employer |
| of Incorporation) |
|
|
|
Identification Number) |
No. 689-85 Xiaodong Road, Yongkang District
Tainan City, Taiwan
(Address of principal executive offices)
886-6-3121716
(Registrant’s telephone number including area
code)
Check the appropriate box below if the Form 8-K filing
is intended to simultaneously satisfy the filing obligation of the Company under any of the following provisions:
| |
☐ |
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| |
☐ |
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| |
☐ |
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| |
☐ |
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Indicate by check mark whether the registrant is an
emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities
Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging
growth company ☒
If
an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying
with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.
Securities registered pursuant to Section 12(b) of
the Act:
| Title of each class |
|
Trading Symbol(s) |
|
Name of each exchange on which registered |
| Common Stock |
|
ADVB |
|
The Nasdaq Stock Market LLC |
Item 3.01 Notice of Delisting or Failure to Satisfy
a Continued Listing Rule or Standard; Transfer of Listing.
As previously disclosed, on July 18, 2025, Advanced
Biomed Inc. (the “Company”) received a written notice from the Listing Qualifications Staff of The Nasdaq Stock Market LLC
(the “Staff”) notifying the Company that the bid price for the Company’s common stock had closed below the minimum $1.00
per share requirement for continued listing on the Nasdaq Capital Market under Nasdaq Listing Rule 5550(a)(2) (the “Minimum Bid
Price Requirement”). In accordance with Nasdaq Listing Rule 5810(c)(3)(A), the Company was provided a compliance period of 180 calendar
days, or until January 14, 2026 (the “Compliance Period”), to regain compliance with the Minimum Bid Price Requirement.
The Company did not regain compliance with the Minimum
Bid Price Requirement by January 14, 2026. Accordingly, by letter dated January 16, 2026, the Staff notified the Company that its securities
would be scheduled for delisting from The Nasdaq Capital Market and suspended at the opening of business on January 27, 2026, unless the
Company requested an appeal of this determination by January 23, 2026 before a Hearings Panel (the “Panel”).
On January 21, 2026, the Company appealed the Staff’s
delisting determination by submitting a hearing request to the Panel, which stayed the suspension of the Company’s securities and
the filing of the Form 25-NSE pending the Panel’s decision. The Company expects to present to the Panel a plan intended to enable
the Company to regain compliance with the Minimum Bid Price Requirement, including a reverse stock split approved by the Company’s
stockholders on January 12, 2026, which is expected to become effective on or after February 13, 2026. However, there can be no assurance
that the Panel will grant the Company’s request for continued listing or that the Company will be able to evidence compliance within
any period of time that may be granted by the Panel.
Forward-Looking Statements
This Current Report on Form 8-K contains forward-looking
statements, including those related to the Company’s intent to regain compliance with the Nasdaq Stock Market LLC’s continued
listing requirements. Forward-looking statements are subject to risks and uncertainties that may cause actual results to differ materially
from those stated or implied. These risks are detailed from time to time in the Company’s filings with the U.S. Securities and Exchange
Commission. The Company disclaims any obligation to update these forward-looking statements, except as required by law.
SIGNATURES
Pursuant to the requirements
of the Securities Exchange Act of 1934, as amended, the Company has duly caused this report to be signed on its behalf by the undersigned
hereunto duly authorized.
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Advanced Biomed Inc. |
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|
|
| Date: January 21, 2026 |
By: |
/s/ Yi Lu |
| |
|
Yi Lu |
| |
|
Chief Executive Officer |
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