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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities
Exchange Act 1934
Date of Report (date of earliest event reported):
May 19, 2026
Gulf Resources, Inc.
(Exact name of registrant as specified in charter)
Nevada
(State or other jurisdiction of incorporation)
| 000-20936 |
13-3637458 |
| (Commission File Number) |
(IRS Employer Identification No.) |
Level 11, Vegetable Building, Industrial Park
of the East City
Shouguang City, Shandong Province 262700
The People’s Republic
of China
_______________________________________________________________
(Address of principal executive offices and zip
code)
+86 (536) 567-0008
_______________________________________________________________
(Registrant's telephone number including area code)
_______________________________________________________________
(Registrant's 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 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(b) under the Exchange Act (17 CFR 240.14a-12(b)) |
| ☐ | 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 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act
of 1934 (17 CFR §240.12b-2).
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 |
| Common Stock, $0.0005 par value |
GURE |
The Nasdaq Stock Market LLC |
Item 8.01 Other Events.
As previously reported in
a Form 12b-25 filed by Gulf Resources, Inc. (the “Company”) on May 14, 2026, the Company was delayed in filing with the Securities
and Exchange Commission (the “SEC”) its Quatarly Report on Form 10-Q for the year ended March 31, 2026 (the “Form 10-Q”)
because it needed additional time to finalize its financial statements, including accompanying footnote disclosures to be included in
such quarterly report on Form 10-Q.
As of May 19, 2026, the
Company remains unable to file the Form 10-Q due to accounting adjustments required by the Company and its auditors in response to SEC
comments on the Annual Report on Form 10-K for the financial year ended December 31, 2024. Because the financial figures are interrelated
with those reported in prior Annual and Quarterly Reports, the Company has been unable to finalize its financial results as well as the
disclosure requirements of Form 10-Q without unreasonable expense or effort. The Company will make its best efforts to file the Form 10-Q
as soon as practicable.
Cautionary Note Regarding Forward Looking Statements
This Current Report on Form
8-K includes information that constitutes forward-looking statements within the meaning of Section 27A of the Securities Act of 1933,
as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Words such as “anticipate”, “estimate”,
“expect”, “project”, “plan”, “intend”, “believe”, “may”, “might”,
“will”, “should”, “care have”, “likely” and similar expressions are used to identify forward-looking
statements. These forward-looking statements are based on the Company’s current beliefs, assumptions and expectations regarding
future events, which in turn are based on information currently available to the Company. By their nature, forward-looking statements
address matters that are subject to risks and uncertainties. A variety of factors could cause actual events and results to differ materially
from those expressed in or contemplated by the forward-looking statements. These factors include, without limitation, the Company’s
ability to respond in a timely and satisfactory matter to the inquiries by Nasdaq, the Company’s ability to become current with
its reports with the SEC, and the risk that the completion and filing of the Form 10-K will take longer than expected. For additional
information about factors that could cause actual results to differ materially from those described in the forward-looking statements,
please refer to the Company’s filings with the SEC, including the risk factors contained in its most recent Annual Report on Form
10-K, quarterly reports on Form 10-Q, current reports on Form 8-K and the Company’s other subsequent filings with the SEC. The Company
undertakes no obligation to publicly update or revise any forward-looking statement, whether as a result of new information, future events
or otherwise, except to the extent required by applicable laws.
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 hereunto duly authorized.
| |
GULF RESOURCES, INC. |
| |
|
|
| |
By: |
/s/ Min Li |
| |
Name: |
Min Li |
| |
Title: |
Chief Financial Officer |
May 19, 2026
