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 OF THE
SECURITIES EXCHANGE ACT OF 1934
For the month of January 2026
Commission File Number: 001-42553
Baiya International Group Inc.
(Registrant’s Name)
Room 18022, Floor 18, 112 W. 34th Street
New York, NY 10120
(Address of Principal Executive Offices)
Indicate by check mark whether the registrant
files or will file annual reports under cover of Form 20-F or Form 40-F: Form 20-F ☒
Form 40-F ☐
On January 14, 2026, Baiya International Group
Inc. (the “Company” or the “Registrant”) received a notification letter from the Listing Qualifications Department
of the Nasdaq Stock Market (“Nasdaq”), informing the Company that it has regained compliance with the minimum bid price requirement
set forth in Rule 5550(a)(2) of the Nasdaq Listing Rules.
The Company had previously announced on August
11, 2025, that it was notified by Nasdaq on August 6, 2025 that it was not in compliance with the minimum bid price requirement set forth
in Nasdaq Listing Rule 5550(a)(2), as the closing bid price of the Company’s ordinary shares had been below $1.00 per share for
more than 30 consecutive business days. Pursuant to Rule 5810(c)(3)(A) of the Nasdaq Listing Rules, the Company had a compliance period
of 180 calendar days, or until February 2, 2026, to regain compliance with Nasdaq’s minimum bid price requirement. On January 14,
2026, Nasdaq provided confirmation to the Company that for the last 10 consecutive business days, from December 30, 2025 to January 13,
2026, the closing bid price of the Company’s ordinary shares had been $1.00 per share or greater, that the Company has regained
compliance with Listing Rule 5550(a)(2) and that the matter is now closed.
On January 14, 2026, the Company also received
a letter from Nasdaq, informing the Company that it has regained compliance with requirement set forth in Rule 5550(b)(1) of the Nasdaq
Listing Rules in lieu of Nasdaq Listing Rule 5550(b)(2).
The Company had previously announced on August
11, 2025, that it was notified by Nasdaq on August 6, 2025 that it was not in compliance with the minimum MVLS requirement set forth in
Nasdaq Listing Rule 5550(b)(2), as our MVLS had been below $35 million for more than 30 consecutive business days. The letter also noted
that the Company did not meet (i) the requirement for a minimum of $2.5 million in stockholders’ equity under Listing Rules 5550(b)(1) or
(ii) the requirement for a minimum net income from continuing operations of $500,000 in the most recently completed fiscal year or in
two of the three most recently completed fiscal years under Listing Rule 5550(b)(3). In accordance with Nasdaq Listing Rule 5810(c)(3)(C),
the Company had 180 calendar days, or until February 2, 2026, to regain compliance pursuant to one of the three standards
as set forth under Rule 5550(b)(1), Rule 5550(b)(2), or Rule 5550(b)(3). On January 14, 2026, Nasdaq provided confirmation to the Company
that based on the Form 6-K, dated September 30, 2025, evidencing stockholders’ equity of $22,488,566, the Company has regained compliance
with Listing Rule 5550(b)(1) and that the matter is now closed.
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, thereunto duly authorized.
| Date: January 16, 2026 |
BAIYA INTERNATIONAL GROUP INC. |
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By: |
/s/ Siyu Yang |
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Siyu Yang |
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Chief Executive Officer |