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.
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
EXHIBIT INDEX
| Exhibit No. |
|
Exhibit |
| 99.1 |
|
Press release |
