DarkIris Inc. cited by Nasdaq for sub-$1 bid, faces deadline

Rhea-AI Filing Summary

DarkIris Inc. reported that Nasdaq has notified the company it no longer meets the exchange’s requirement to maintain a minimum bid price of $1.00 per share, based on trading from October 7, 2025 to November 17, 2025. The notice does not immediately remove DarkIris’s Class A ordinary shares from Nasdaq, and the stock will continue trading under the symbol “DKI”.

DarkIris has 180 calendar days, until May 18, 2026, to regain compliance by having a closing bid price of at least $1.00 for at least 10 consecutive business days. If it still fails to comply by that date, the company may receive an additional 180‑day grace period if it meets other Nasdaq Capital Market listing standards and formally states its plan to cure the deficiency, which may include a reverse stock split.

Insights

Equity Market Structure Analyst

Nasdaq bid-price deficiency raises delisting risk for DarkIris.

DarkIris Inc. has fallen below Nasdaq’s minimum $1.00 bid requirement over a period from October 7, 2025 to November 17, 2025. This triggers a formal deficiency process but does not immediately remove the stock from the exchange, so trading in DKI continues for now.

The company has 180 calendar days, until May 18, 2026, to restore its closing bid to at least $1.00 for a minimum of 10 consecutive business days. Failure to do so could lead to a move toward delisting unless DarkIris both satisfies other Nasdaq Capital Market initial listing standards and notifies Nasdaq of its plan to cure, potentially via a reverse stock split.

If DarkIris qualifies, Nasdaq may grant a second 180‑day compliance period, extending the timeline but not eliminating the underlying risk. How the share price behaves relative to the $1.00 threshold and whether the company opts for a reverse split will be key determinants of its continued listing status.

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 November 2025

Commission File Number: 001-42795

DarkIris Inc.

(Registrant’s Name)

Unit D1, 2/F, Kingdom Power Commercial Building

32-36 Des Voeux Road West

Sheung Wan, Hong Kong

(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 ☐

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): ☐

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): ☐

INFORMATION CONTAINED IN THIS REPORT ON FORM 6-K

On November 18, 2025, Darkiris Inc. (the “Company”) received a letter from the Listing Qualifications staff of The Nasdaq Stock Market (“Nasdaq”) notifying the Company that based on the closing bid price of the Company for the period from October 7, 2025 to November 17, 2025, the Company no longer meets the continued listing requirement of Nasdaq under Nasdaq Listing Rules 5550(a)(2), to maintain a minimum bid price of $1 per share. The Nasdaq notification letter does not result in the immediate delisting of the Company’s Class A ordinary shares, and the shares will continue to trade uninterrupted under the symbol “DKI.”

Pursuant to Nasdaq Listing Rule 5810(c)(3)(A), the Company has a compliance period of one hundred eighty (180) calendar days, or until May 18, 2026 (the “Compliance Period”), to regain compliance with Nasdaq’s minimum bid price requirement. If at any time during the Compliance Period, the closing bid price per share of the Company’s Class A ordinary shares is at least $1.00 for a minimum of ten (10) consecutive business days, Nasdaq will provide the Company a written confirmation of compliance and the matter will be closed.

In the event the Company does not regain compliance by May 18, 2026, the Company may be eligible for an additional one hundred eighty (180) calendar day grace period. To qualify, 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 the Nasdaq Capital Market, with the exception of the bid price requirement, and will need to provide written notice of its intention to cure the deficiency during the second compliance period, including by effecting a reverse stock split, if necessary.

On November 21, 2025, the Company issued a press release discussing the receipt of the deficiency letter, which is filed as exhibit 99.1 to this Form 6-K.

EXHIBIT INDEX

The following exhibits are being filed herewith:

Exhibit No.		Description
99.1		Press Release – Darkiris Inc. Announces Receipt of Nasdaq Notification Regarding Minimum Bid Price Deficiency

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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.

	DarkIris Inc.
	By:	/s/ Hong Zhifang
	Name:	Hong Zhifang
	Title:	Chief Executive Officer

Date: November 21, 2025

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FAQ

What did DarkIris Inc. (DKI) announce in this Form 6-K?

DarkIris Inc. disclosed that Nasdaq notified the company it no longer meets the minimum bid price requirement of $1.00 per share under Listing Rule 5550(a)(2), based on trading from October 7, 2025 to November 17, 2025.

Is DarkIris Inc. (DKI) being immediately delisted from Nasdaq?

No. The notice does not result in immediate delisting. DarkIris’s Class A ordinary shares will continue to trade on Nasdaq under the symbol “DKI” while it works to regain compliance.

How long does DarkIris Inc. have to regain compliance with Nasdaq’s $1.00 bid price rule?

The company has an initial 180 calendar day period, until May 18, 2026, to regain compliance by maintaining a closing bid price of at least $1.00 for 10 consecutive business days.

Can DarkIris Inc. receive additional time beyond May 18, 2026 to fix the bid price issue?

Yes. If DarkIris does not regain compliance by May 18, 2026, it may be eligible for an additional 180 calendar day grace period if it meets all other Nasdaq Capital Market initial listing standards (except bid price) and provides written notice of its intention to cure the deficiency.

What steps might DarkIris Inc. take to cure the Nasdaq bid price deficiency?

The company notes that a potential cure during a second compliance period could include effecting a reverse stock split, if necessary, as part of its plan to raise the bid price.

Did DarkIris Inc. issue a press release about the Nasdaq notification?

Yes. DarkIris issued a press release on November 21, 2025 discussing the deficiency letter, which is filed as Exhibit 99.1 to this Form 6-K.