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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities
Exchange Act of 1934
Date of Report (Date of earliest event reported):
November 10, 2026
GREENLAND TECHNOLOGIES HOLDING CORPORATION
(Exact name of registrant as specified in its charter)
| British Virgin Islands |
|
001-38605 |
|
N/A |
(State or other jurisdiction
of incorporation) |
|
(Commission File Number) |
|
(IRS Employer
Identification No.) |
10-F, Building #12, Sunking Plaza, Gaojiao Road
Hangzhou, Zhejiang
People’s Republic of China |
|
311122 |
| (Address of principal executive offices) |
|
(Zip Code) |
Registrant’s telephone number including area
code: 1 (888) 827-4832
N/A
(Former name or former address, if changed since
last report)
Check the appropriate box below if the Form 8-K
filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
| ☐ |
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| ☐ |
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| ☐ |
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| ☐ |
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Indicate by check mark whether the registrant
is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b–2
of the Securities Exchange Act of 1934 (§ 240.12b–2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check
mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting
standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class |
|
Trading Symbol(s) |
|
Name of each exchange on which registered |
| Class A ordinary shares, no par value |
|
GTEC |
|
The Nasdaq Stock Market LLC |
Item 3.01 Notice of Delisting or Failure to Satisfy a Continued
Listing Rule or Standard; Transfer of Listing.
On November
10, 2026, Greenland Technologies Holding Corporation (the “Company”) received a notification letter (the “Bid Price
Deficiency Letter”) from the Listing Qualifications staff of The Nasdaq Stock Market LLC (“Nasdaq”) notifying the Company
that, for the last 30 consecutive business days, the closing bid price for the Company’s Class A ordinary shares has been below
the minimum $1.00 per share required for continued listing on The Nasdaq Capital Market pursuant to Nasdaq Listing Rule 5550(a)(2) (“Rule
5550(a)(2)”). The Bid Price Deficiency Letter is a notice of deficiency, not delisting, and does not currently affect the listing
or trading of the Company’s Class A ordinary shares on The Nasdaq Capital Market.
The Company
has 180 calendar days, or until May 10, 2027, to regain compliance with Rule 5550(a)(2) by maintaining a closing bid price of at least
$1.00 per share for a minimum of 10 consecutive business days, unless Nasdaq requires a longer period. Additionally, the Company may be
eligible for an additional compliance period of 180 calendar days if, on May 10, 2027, the Company meets the continued listing requirement
for market value of publicly held shares and all other applicable standards for initial listing on the Nasdaq Capital Market (with the
exception of the closing bid price requirement) based on the Company’s then most recent public filings and market information, and
the Company provides written notice to Nasdaq of its intent to cure during such additional compliance period of 180 calendar days the
deficiency in the Company’s compliance with the minimum closing bid price requirement of Rule 5550(a)(2), including, without limitation,
by effecting a share consolidation, if necessary. The Company will not be eligible for the additional compliance period if it does not
appear to Nasdaq that the Company can cure the deficiency.
The Company
intends to monitor closely the closing bid price of its Class A ordinary shares and to consider plans for regaining compliance with Rule
5550(a)(2). While the Company plans to review all available options, there can be no assurance that it will be able to regain compliance
with the applicable rules during the 180-day compliance period ending on May 10, 2027, any additional compliance period, or at all.
Item 7.01 Regulation FD Disclosure
On November 13, 2026, the Company issued a press
release announcing the receipt of the Bid Price Deficiency Letter.
The information in this Item 7.01 and Exhibit
99.1 shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange
Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under
the Securities Act of 1933, as amended (the “Securities Act”), or the Exchange Act, except as expressly set forth by specific
reference in such filing.
Item 9.01 Financial Statements and Exhibits
(d) Exhibits. The following exhibits are included
in this report:
| No. |
|
Description |
| 99.1 |
|
Press Release – Greenland Technologies Holding Corporation Receives Nasdaq Notification Regarding Minimum Bid Price Deficiency |
| 104 |
|
Cover Page Interactive
Data File (formatted in iXBRL) |
Cautionary Note Regarding Forward-Looking Statements
Any statements in this Current Report on Form
8-K about the Company’s future expectations, plans and prospects, as well as any other statements regarding matters that are not
historical facts, may constitute “forward-looking statements” within the meaning of the Private Securities Litigation Reform
Act of 1995. Such statements are subject to risks and uncertainties and actual results may differ materially from those expressed or implied
by such forward-looking statements. Such statements include, but are not limited to, statements about the Company’s ability to regain
compliance with Nasdaq Listing Rule 5550(a)(2), the Company’s plans and actions to cure the bid price deficiency, the Company’s
eligibility for an additional compliance period, and other statements containing the words “believes,” “anticipates,”
“plans,” “expects,” “intends,” and similar expressions. Risks that contribute to the uncertain nature
of the forward-looking statements include: the Company’s ability to maintain a closing bid price of at least $1.00 per share for
the requisite period, the Company’s ability to satisfy the conditions for an additional compliance period, general market conditions
affecting the trading price of the Company’s Class A ordinary shares, as well as other risks and uncertainties set forth in the
Company’s Periodic Report on Form 10-Q for the quarter ended September 30, 2026 filed with the SEC and in subsequent filings with
the SEC. All forward-looking statements contained in this Current Report on Form 8-K speak only as of the date hereof, and the Company
specifically disclaims any obligation to update any forward-looking statement, whether because of new information, future events or otherwise.
SIGNATURE
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 hereunto duly authorized.
| |
Greenland Technologies Holding Corporation |
| Dated: November 13, 2026 |
By: |
/s/ Raymond Z. Wang |
| |
Name: |
Raymond Z. Wang |
| |
Title: |
Chief Executive Officer |
Exhibit 99.1
Greenland Technologies
Holding Corporation Receives Nasdaq Notification Regarding Minimum Bid Price Deficiency
HANGZHOU, China, November 13, 2026 -- Greenland
Technologies Holding Corporation (Nasdaq: GTEC) (“Greenland” or the “Company”), a technology developer and manufacturer
of electric industrial vehicles and drivetrain systems for material handling machineries and vehicles, today announced that the Company
received a written notification (the “Notification Letter”) from the Nasdaq Stock Market LLC (“Nasdaq”) on November
10, 2026, notifying the Company that it is not in compliance with the minimum bid price requirement set forth in the Nasdaq Listing Rules
for continued listing on the Nasdaq.
Nasdaq Listing Rule 5550(a)(2)
requires listed securities to maintain a minimum bid price of US$1.00 per share, and Nasdaq Listing Rule 5810(c)(3)(A) provides that a
failure to meet the minimum bid price requirement exists if the deficiency continues for a period of 30 consecutive business days. Based
on the closing bid price of the Company’s Class A ordinary shares for the 30 consecutive business days from September 29, 2026 to
November 9, 2026, the Company no longer meets the minimum bid price requirement.
The Notification Letter
does not impact the Company’s listing on the Nasdaq Capital Market at this time. In accordance with Nasdaq Listing Rule 5810(c)(3)(A),
the Company has been provided 180 calendar days, or until May 10, 2027, to regain compliance with Nasdaq Listing Rule 5550(a)(2). To regain
compliance, the Company’s Class A ordinary shares must have a closing bid price of at least US$1.00 for a minimum of 10 consecutive
business days. In the event the Company does not regain compliance by May 10, 2027, the Company may be eligible for additional time to
regain compliance or may face delisting.
The Company’s business operations are
not affected by the receipt of the Notification Letter. The Company intends to monitor the closing bid price of its Class A ordinary shares
and may, if appropriate, consider implementing available options, including, but not limited to, implementing a share consolidation, to
regain compliance with the minimum bid price requirement under the Nasdaq Listing Rules.
About Greenland Technologies Holding Corporation
Greenland Technologies
Holding Corporation (Nasdaq: GTEC) is a technology developer and manufacturer of electric industrial vehicles and drivetrain systems for
material handling machineries and vehicles. For more information, please visit the Company’s website at https://ir.gtec-tech.com.
Forward-Looking Statements
This press release contains forward-looking
statements, including statements made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995.
These statements include, without limitation, statements regarding the Company’s plans to monitor the closing bid price of its Class
A ordinary shares, its consideration of available options, including a potential share consolidation, to regain compliance with Nasdaq’s
minimum bid price requirement, and its ability to regain compliance and maintain its listing on the Nasdaq Capital Market. These forward-looking
statements involve known and unknown risks and uncertainties and are based on current expectations and projections about future events
and financial trends that the Company believes may affect its financial condition, results of operations, business strategy and financial
needs. There can be no assurance that the Company will regain compliance within the applicable compliance period, be eligible for additional
time to regain compliance or maintain its listing on the Nasdaq Capital Market. Investors can identify these forward-looking statements
by words or phrases such as “may,” “will,” “expect,” “anticipate,” “aim,”
“estimate,” “intend,” “plan,” “believe,” “potential,” “continue,”
“is/are likely to” or other similar expressions. The Company undertakes no obligation to update forward-looking statements
to reflect subsequent events or circumstances, or changes in its expectations, except to the extent required by law. Although the Company
believes that the expectations expressed in these forward-looking statements are reasonable, it cannot assure you that such expectations
will turn out to be correct, and the Company cautions investors that actual results may differ materially from the anticipated results
and encourages investors to review other factors that may affect its future results in the Company’s quarterly report on Form 10-Q,
filed with the SEC on November 12, 2026, and other filings with the U.S. Securities and Exchange Commission.
For more information, please contact:
Greenland Technologies Holding Corporation
Investor Relations
Tel: 1 (888) 827-4832
ir@gtec-tech.com
