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 September 2025
Commission
File Number: 001-41873
FENBO
HOLDINGS LIMITED
(Translation
of registrant’s name into English)
Unit
J, 19/F, World Tech Centre
95
How Ming Street
Kwun
Tong
Kowloon,
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 ☐
Fenbo
Holdings Limited (the “Company”) received a notice dated September 12, 2025, from the Listings Qualifications Department
(the “Staff”) of The Nasdaq Stock Market LLC (“Nasdaq”) notifying the Company that the minimum bid price per
share of its ordinary shares was below $1.00 for a period of 30 consecutive business days and that the Company did not meet the minimum
bid price requirement set forth in Nasdaq Listing Rule 5550(a)(2) (the “Minimum Bid Price Rule”). The Nasdaq notification
letter does not result in the immediate delisting of the Company’s ordinary shares, and the ordinary shares will continue to trade
uninterrupted under the symbol “FEBO.”
Pursuant
to Nasdaq Listing Rule 5810(c)(3)(A), the Company has a compliance period of one hundred eighty (180) calendar days, or until March 11,
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 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 March 11, 2026, the Company may be eligible for an additional 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
September 16, 2025, the Company issued a press release announcing the receipt of the Nasdaq notification letter. A copy of the
press release dated September 16, 2025 is included as Exhibit 99.1 to this report.
EXHIBIT
INDEX
| Exhibit
No. |
|
Description |
| 99.1 |
|
Press
Release dated September 16, 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.
| |
Fenbo
Holdings Limited |
| |
|
|
| Date:
September 19, 2025 |
By: |
/s/
Huang Hongwu |
| |
Name: |
Huang
Hongwu |
| |
Title: |
Chief
Executive Officer and Executive Director |
