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 October 2025
Commission
File Number:001-42416
ELONG
POWER HOLDING LIMITED
Gushan
Standard Factory Building Project
Ganzhou
New Energy Vehicle Technology City
West
Gushan Road and North Xingguang Road
Ganzhou
City, Jiangxi Province, 341000
People’s
Republic of China
(Address
of principal executive office)
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 ☐
INFORMATION
CONTAINED IN THIS FORM 6-K REPORT
Initial
Bid Price Deficiency Notice
On
October 3, 2025 (the “Notification Date”), Elong Power Holding Limited (the “Company”) received notification
from the Nasdaq Stock Market LLC (“Nasdaq”) notifying the Company that it is not in compliance with the requirement to maintain
a minimum closing bid price of $1.00 per share, as set forth in Nasdaq Listing Rule 5450(a)(1), because the closing bid price of the
Company’s ordinary shares was below $1.00 per share for 30 consecutive business days. The notification does not impact the listing
of the Company’s ordinary shares on the Nasdaq Global Market at this time.
In
accordance with Nasdaq Listing Rule 5810(c)(3)(A), the Company has a period of 180 calendar days from the Notification Date, until April
1, 2026, to regain compliance with the minimum bid price requirement. During this period, the Company’s ordinary shares will continue
to trade on the Nasdaq Global Market. If at any time before April 1, 2026, the bid price of the Company’s ordinary shares closes
at or above $1.00 per share for a minimum of ten consecutive trading days, Nasdaq will provide written notification that the Company
has achieved compliance with this minimum bid price requirement.
In
the event the Company does not regain compliance by April 1, 2026, the Company may be eligible for an additional 180 calendar day compliance
period to demonstrate compliance with the bid price requirement. To qualify for the additional 180-day period, 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 to Nasdaq of its intention to
cure the deficiency during the second compliance period by effecting a reverse stock split, if necessary. If the Company does not qualify
for the second compliance period or fails to regain compliance during the second 180-day period, then Nasdaq will notify the Company
of its determination to delist the Company.
The
Company intends to take all reasonable measures to regain compliance under the Nasdaq Listing Rule 5450(a)(1). However, there can be
no assurance that the Company will be able to maintain compliance with the Nasdaq Capital Market’s continued listing requirements
or regain compliance with the minimum bid price requirement as set forth in Nasdaq Listing Rule 5450(a)(1).
Market
Value of Listed Securities Deficiency Notice
On
the Notification Date, the Company also received a letter from the staff at Nasdaq notifying the Company that, for the 30 consecutive
business days prior to the date of the letter, the Company’s Market Value of Listed Securities (“MVLS”) was below the
minimum of $50 million required for continued listing on The Nasdaq Global Market pursuant to Nasdaq Listing Rule 5450(b)(2)(A). The
letter is only a notification of deficiency, not of imminent delisting, and has no current effect on the listing or trading of the Company’s
securities on Nasdaq.
In
accordance with Nasdaq listing rule 5810(c)(3)(C), the Company has 180 calendar days, or until April 1, 2026, to regain compliance. The
letter notes that to regain compliance, the Company’s MVLS must close at or above $50 million for a minimum of ten consecutive
business days during the compliance period. If the Company does not regain compliance by April 1, 2026, Nasdaq staff will provide written
notice to the Company that its securities are subject to delisting. At that time, the Company may appeal any such delisting determination
to a hearings panel.
The
Company intends to actively monitor the Company’s MVLS between now and April 1, 2026, and may, if appropriate, evaluate available
options to resolve the deficiency and regain compliance with the MVLS requirement. While the Company is exercising diligent efforts to
maintain the listing of its securities on Nasdaq, there can be no assurance that the Company will be able to regain or maintain compliance
with Nasdaq listing standards.
Market
Value of Publicly Held Shares Deficiency Notice
On
the Notification Date, the Company also received a letter from the staff at Nasdaq notifying the Company that, for the 30 consecutive
business days prior to the date of the letter, the Company’s Market Value of Publicly Held Shares (“MVPHS”) was below
the minimum of $15 million required for continued listing on The Nasdaq Global Market pursuant to Nasdaq Listing Rule 5450(b)(2)(C).
The letter is only a notification of deficiency, not of imminent delisting, and has no current effect on the listing or trading of the
Company’s securities on Nasdaq.
In
accordance with Nasdaq listing rule 5810(c)(3)(D), the Company has 180 calendar days, or until April 1, 2026, to regain compliance. The
letter notes that to regain compliance, the Company’s MVPHS must close at or above $15 million for a minimum of ten consecutive
business days during the Compliance Period. If the Company does not regain compliance by April 1, 2026, Nasdaq staff will provide written
notice to the Company that its securities are subject to delisting. At that time, the Company may appeal any such delisting determination
to a hearings panel.
The
Company intends to actively monitor the Company’s MVPHS between now and April 1, 2026, and may, if appropriate, evaluate available
options to resolve the deficiency and regain compliance with the MVPHS requirement. While the Company is exercising diligent efforts
to maintain the listing of its securities on Nasdaq, there can be no assurance that the Company will be able to regain or maintain compliance
with Nasdaq listing standards.
EXHIBIT
INDEX
| Exhibit
No. |
|
Description |
| 99.1 |
|
Press Release - Elong Power Receives Nasdaq Notification of Non-Compliance with Listing Rules 5450(a)(1), 5450(b)(2)(A), and 5450(b)(2)(C), dated October 9, 2025 |
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.
| |
Elong
Power Holding Limited |
| |
|
| Date:
October 9, 2025 |
By: |
/s/
Xiaodan Liu |
| |
Name:
|
Xiaodan
Liu |
| |
Title: |
Chief
Executive Officer and Chairwoman of the Board of Directors |
