Galaxy Payroll Group (NASDAQ: GLXG) restores compliance with Nasdaq $1 bid rule

Rhea-AI Filing Summary

Galaxy Payroll Group Limited reports that it has regained compliance with Nasdaq’s minimum bid price listing rule. The company previously received notices from Nasdaq in March and September 2025 that its ordinary shares had traded below the required $1.00 per share minimum bid price for an extended period, triggering a compliance grace period and then an additional 180-day extension. On September 22, 2025, Nasdaq formally notified the company that it is now back in compliance after the closing bid price of its ordinary shares was at or above $1.00 per share for 10 consecutive business days, from September 8 to September 19, 2025. As a result, the prior bid price deficiency matter is closed and the company continues to meet Nasdaq Listing Rule 5550(a)(2) for continued listing.

Positive

• Regained Nasdaq bid price compliance: Nasdaq confirmed Galaxy Payroll again satisfies the $1.00 minimum bid price requirement after its shares closed at or above $1.00 for 10 consecutive business days, closing the prior deficiency matter.

Negative

• None.

Insights

Equity Markets & Listing Compliance Analyst

Galaxy Payroll has cleared Nasdaq’s minimum bid price hurdle, removing an immediate delisting risk.

Galaxy Payroll Group Limited confirms that Nasdaq has determined the company again meets the $1.00 per share minimum bid price requirement under Listing Rule 5550(a)(2). This follows a period beginning in March 2025 when the shares traded below the threshold for 30 consecutive business days, prompting a compliance window and a subsequent extension to March 16, 2026.

Nasdaq’s decision was based on the company’s ordinary shares closing at or above $1.00 for 10 consecutive business days from September 8 to September 19, 2025. With this standard met, Nasdaq has closed the prior bid price deficiency matter, which means the company currently satisfies this key continued listing requirement. This removes a source of uncertainty tied specifically to bid price compliance, though future status will still depend on ongoing share price performance and adherence to other listing rules.

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: 001-42269

Galaxy Payroll Group Limited

25th Floor, Ovest,

77 Wing Lok Street,

Sheung Wan, Hong Kong

+852 3105 2611

(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

Notice of Regained Compliance with Nasdaq Listing Rules

As previously disclosed, on March 17, 2025, Galaxy Payroll Group Limited (the “Company”) received a letter from the Listing Qualifications staff of The Nasdaq Stock Market (“Nasdaq”) notifying the Company that the bid price of the Company had closed at less than $1 per share over the previous 30 consecutive business days, and, as a result did not comply with Listing Rule 5550(a)(2). Nasdaq has provided the Company with an 180 calendar days compliance period, or until September 15, 2025, in which to regain compliance with Nasdaq continued listing requirement. On September 16, 2025, the Company received a letter from Nasdaq, notifying the Company that Nasdaq has determined the Company is eligible for an additional 180 calendar day period, or until March 16, 2026, to regain compliance with the minimum bid price of $1 per share requirement pursuant to the continued listing requirement of Nasdaq under Nasdaq Listing Rules 5550(a)(2).

On September 22, 2025, the Company received formal notification from Nasdaq, that the Company has regained compliance with the Nasdaq Minimum Bid Price Requirement. Nasdaq made this determination of compliance after the closing bid price of the Company’s ordinary shares was at $1.00 per share or greater for the last 10 consecutive business days from September 8 to September 19, 2025. Accordingly, the Company has regained compliance with Nasdaq Listing Rule 5550(a)(2), and the prior bid price deficiency matter is now closed. 

1

SIGNATURE

Pursuant to the requirements of the Securities and Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

	GALAXY PAYROLL GROUP LIMITED
	By:	/s/ Wai Hong Lao
	Name:	Wai Hong Lao
	Title:	Chief Executive Officer

Date: September 23, 2025

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EXHIBIT INDEX

Exhibit No.		Exhibit
99.1		Press release

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FAQ

What did Galaxy Payroll Group Limited (GLXG) announce in this Form 6-K?

Galaxy Payroll Group Limited announced that Nasdaq has formally notified the company that it has regained compliance with the Nasdaq Minimum Bid Price Requirement under Listing Rule 5550(a)(2), and that the prior bid price deficiency matter is now closed.

Why was Galaxy Payroll Group Limited (GLXG) previously out of compliance with Nasdaq rules?

Nasdaq notified Galaxy Payroll Group Limited on March 17, 2025 that the bid price of its ordinary shares had closed at less than $1.00 per share for the previous 30 consecutive business days, meaning it did not comply with Nasdaq Listing Rule 5550(a)(2).

How did Galaxy Payroll Group Limited (GLXG) regain compliance with Nasdaq’s minimum bid price requirement?

Nasdaq determined that Galaxy Payroll Group Limited regained compliance after the closing bid price of its ordinary shares was at $1.00 per share or greater for 10 consecutive business days, from September 8 to September 19, 2025.

What extension period did Nasdaq grant Galaxy Payroll Group Limited (GLXG) to fix its bid price issue?

On September 16, 2025, Nasdaq granted Galaxy Payroll Group Limited an additional 180 calendar day period, up to March 16, 2026, to regain compliance with the $1.00 per share minimum bid price requirement under Listing Rule 5550(a)(2).

What is the current status of Galaxy Payroll Group Limited’s (GLXG) Nasdaq listing with respect to bid price?

Following Nasdaq’s notification dated September 22, 2025, Galaxy Payroll Group Limited is currently in compliance with the minimum bid price requirement of Nasdaq Listing Rule 5550(a)(2), and the earlier bid price deficiency matter has been closed.

Does this Form 6-K mention any changes to Galaxy Payroll Group Limited’s management or operations?

The Form 6-K focuses on Galaxy Payroll Group Limited’s Nasdaq bid price compliance status and includes a signature by the Chief Executive Officer, Wai Hong Lao; it does not describe changes to management or operations in the provided content.