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Tianci International (NASDAQ: CIIT) avoids delisting as bid price recovers

Filing Impact
(Moderate)
Filing Sentiment
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

Tianci International, Inc. has regained compliance with Nasdaq’s minimum bid price rule for continued listing on the Nasdaq Capital Market. Nasdaq’s Listing Qualifications Staff notified the company on April 6, 2026 that its common stock again meets the $1.00 per share bid price requirement under Nasdaq Listing Rule 5550(a)(2), closing a deficiency matter that began with an October 29, 2025 notice and a 180-day remediation period ending April 27, 2026.

Positive

  • Nasdaq bid price compliance restored: On April 6, 2026, Nasdaq staff informed Tianci that its common stock again meets the $1.00 minimum bid requirement, closing a prior deficiency and removing an immediate delisting risk tied to this rule.

Negative

  • None.

Insights

Tianci removes a Nasdaq listing overhang by restoring minimum bid compliance.

Tianci International previously faced a Nasdaq deficiency because its common stock closed below $1.00 for 30 consecutive business days, triggering Listing Rule 5550(a)(2). Nasdaq granted a 180-day cure period ending on April 27, 2026.

On April 6, 2026, Nasdaq’s staff confirmed the company had regained compliance with the bid price requirement and closed the matter. This eliminates an immediate delisting risk tied specifically to the bid price rule and helps preserve access to the Nasdaq Capital Market.

The notification addresses only the bid price deficiency described; any future compliance will depend on maintaining at least a $1.00 closing bid price and meeting other applicable Nasdaq standards disclosed in subsequent company communications.

Item 3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing Securities
The company received a delisting notice or transferred its listing to a different exchange.
Minimum bid price requirement $1.00 per share Nasdaq Listing Rule 5550(a)(2) Bid Price Requirement
Non-compliance notice date October 29, 2025 Date Tianci received Nasdaq deficiency letter
Cure period length 180 calendar days Period to regain bid price compliance, to April 27, 2026
Compliance confirmation date April 6, 2026 Date Nasdaq staff confirmed bid price compliance restored
Bid Price Requirement financial
"its common stock has regained compliance with the Bid Price Requirement"
A bid price requirement is a rule that specifies the minimum price a buyer must offer per share when making an official purchase proposal, tender offer, auction bid, or similar transaction. It matters to investors because it sets a floor for negotiations and valuation—like a reserve price in an auction—ensuring bids meet regulatory, contract or market standards and helping shareholders and markets judge whether an offer is fair or likely to succeed.
Nasdaq Listing Rule 5550(a)(2) regulatory
"pursuant to Nasdaq Listing Rule 5550(a)(2) (the “Bid Price Requirement”)"
deficiency letter regulatory
"Tianci received a deficiency letter from the Listing Qualifications Department"
Emerging growth company regulatory
"Emerging growth company"
An emerging growth company is a recently public or smaller public firm that qualifies for temporary, lighter regulatory and disclosure rules to reduce the cost and effort of being public. For investors, it means the company may provide less historical financial detail and face fewer reporting requirements than larger firms, so it can grow more quickly but also carries higher uncertainty—like buying a promising early-stage product with fewer user reviews.
Understanding 8-K Material Events →
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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

 

Date of Report (Date of earliest event reported): April 6, 2026

______________

 

TIANCI INTERNATIONAL, INC.

(Exact name of registrant as specified in its charter)

______________

 

Nevada 001-42591 45-5540446
(State or Other Jurisdiction (Commission (I.R.S. Employer
of Incorporation) File Number) Identification No.)

 

Unit 1109, Lippo Sun Plaza, 28 Canton Road,

Tsim Sha Tsui, Kowloon, Hong Kong 999077

(Address of Principal Executive Office) (Zip Code)

 

852-26621800

(Registrant’s telephone number, including area code)

 

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, par value $0.0001   CIIT   Nasdaq Capital Market

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant 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. ☐

 

 

 

   

 

 

Item 3.01Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard.

 

On October 29, 2025, Tianci received a deficiency letter from the Listing Qualifications Department (the “Staff”) of the Nasdaq Stock Market (“Nasdaq”) notifying Tianci that, for the preceding 30 consecutive business days, the closing bid price for Tianci’s Common Stock was below the minimum $1.00 per share requirement for continued inclusion on The Nasdaq Capital Market pursuant to Nasdaq Listing Rule 5550(a)(2) (the “Bid Price Requirement”). In accordance with Nasdaq rules, Tianci was afforded a period of 180 calendar days, or until April 27, 2026, to regain compliance with the Bid Price Requirement.

 

On April 6, 2026, the Staff informed Tianci that its common stock has regained compliance with the Bid Price Requirement, and that the matter is now closed.

 

 

 

 

 

 2 

 

 

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.

 

 

Tianci International, Inc.

     

Date: April 7, 2026

 By:

/s/ Shufang Gao                     

  Shufang Gao, CEO

 

 

 

  

 

 

 

 

 

 

 

 

 

 

 3 

 

Source: View Original Filing on SEC EDGAR

FAQ

What did Tianci International (CIIT) announce about its Nasdaq listing status?

Tianci International disclosed that Nasdaq’s Listing Qualifications Staff notified the company on April 6, 2026 that its common stock has regained compliance with the exchange’s minimum $1.00 bid price requirement, and Nasdaq has closed the related deficiency matter.

Why was Tianci International (CIIT) previously non-compliant with Nasdaq rules?

On October 29, 2025, Tianci International received a deficiency letter because its common stock’s closing bid price was below the Nasdaq Capital Market’s $1.00 per share minimum for 30 consecutive business days, violating Nasdaq Listing Rule 5550(a)(2), known as the Bid Price Requirement.

How long did Tianci International (CIIT) have to fix its Nasdaq bid price deficiency?

Nasdaq granted Tianci International a 180-calendar-day cure period, through April 27, 2026, to regain compliance with the $1.00 minimum bid price requirement. Regaining compliance before that deadline prompted Nasdaq staff to confirm the matter was resolved and closed.

When did Tianci International (CIIT) regain compliance with Nasdaq’s Bid Price Requirement?

Tianci International reported that on April 6, 2026, Nasdaq’s Listing Qualifications Department informed the company its common stock had regained compliance with the Bid Price Requirement under Listing Rule 5550(a)(2), confirming that the prior bid price deficiency issue was closed.

What is Nasdaq Listing Rule 5550(a)(2) mentioned for Tianci International (CIIT)?

Nasdaq Listing Rule 5550(a)(2) sets the minimum bid price standard of $1.00 per share for continued listing on the Nasdaq Capital Market. Tianci International fell below this threshold for 30 consecutive business days, then later restored compliance as confirmed by Nasdaq staff.

Filing Exhibits & Attachments

3 documents

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