STOCK TITAN
  1. Home
  2. Sec-filings
  3. HCHL
  4. [6-K] Happy City Holdings Ltd Current Report (Foreign Issuer)

Happy City Holdings (HCHL) updates investors on Nasdaq trading halt review

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
6-K

Rhea-AI Filing Summary

Happy City Holdings Limited reports that it has submitted its response to Nasdaq’s information request related to the ongoing trading halt of its Class A ordinary shares. On July 10, 2026, the company provided Nasdaq with its response along with supporting information and documents, which are now under review.

Trading in the Class A ordinary shares remains halted until Nasdaq determines that the request for additional information has been fully satisfied, and the company states there can be no assurance as to when, or whether, trading will resume. Happy City also reiterates that it has not authorized, participated in, or been involved with any promotion or recommendation of its securities via social media or otherwise.

Positive

  • None.

Negative

  • Trading in the company’s Class A ordinary shares on Nasdaq remains halted, and the company explicitly states there can be no assurance as to when, or whether, trading will resume.
SEC trading suspension period 4:00 AM ET June 12, 2026 – 11:59 PM ET June 26, 2026 Order suspending trading in the company’s securities
Nasdaq trading halt start date June 29, 2026 Nasdaq announced halt of Class A ordinary shares after SEC suspension expired
Response submission date to Nasdaq July 10, 2026 Company submitted its response with supporting information and documents
Report month July 2026 Report of foreign private issuer on Form 6-K
trading halt market
"Nasdaq announced that trading in the Company’s Class A ordinary shares is halted"
A trading halt is a temporary pause on buying and selling a particular stock imposed by an exchange or regulator, like pressing the pause button on a game so everyone can catch up. It is used to give the market time to absorb important new information or to prevent chaotic price swings, and matters to investors because it freezes the ability to trade, delays price discovery, and can change risk and strategy until normal trading resumes.
foreign private issuer regulatory
"REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16"
A foreign private issuer is a company organized outside the United States that meets tests showing it is primarily foreign-controlled and therefore qualifies for a different set of U.S. reporting rules. For investors, that means the company files less frequent or differently formatted disclosures with U.S. regulators and may follow home-country accounting and governance practices, so buying its stock is like dining at a well-reviewed restaurant that follows its home kitchen’s rules instead of the local menu — you get access but should check what standards apply.
forward-looking statements regulatory
"This report contains forward-looking statements within the meaning of Section 27A"
Forward-looking statements are predictions or plans that companies share about what they expect to happen in the future, like estimating sales or profits. They matter because they help investors understand a company's outlook, but since they are based on guesses and assumptions, they can sometimes be wrong.
risk factors financial
"including the risk factors contained in the Company’s most recent annual report"
Risk factors are elements or conditions that could cause an investment's value to decrease or lead to potential losses. They are like warning signs or obstacles that can affect the success of an investment, making it uncertain or more unpredictable. Recognizing risk factors helps investors understand the possible challenges and make more informed decisions.

AI-generated analysis. How Rhea-AI works. Not financial advice.

See more from StockTitan in Google Search and AI answers. Adds StockTitan as a preferred source · opens Google
Add on Google
Form 6-K: How Foreign Companies Report to the SEC →

FAQ

What did Happy City Holdings (HCHL) submit to Nasdaq in July 2026?
Happy City Holdings submitted a written response to Nasdaq’s information request on July 10, 2026, including supporting information and documents. Nasdaq is reviewing this submission, and trading will remain halted until Nasdaq concludes that its request for additional information has been fully satisfied.

Why are Happy City Holdings (HCHL) shares halted on Nasdaq?
Happy City Holdings’ Class A ordinary shares are halted because Nasdaq requested additional information after an SEC trading suspension expired. Nasdaq announced the halt on June 29, 2026, and will keep it in place until the company fully satisfies the information request.

When might trading in Happy City Holdings (HCHL) shares resume?
Trading may resume only after Nasdaq determines that its request for additional information is fully satisfied. The company cautions that there can be no assurance as to when, or whether, trading in its Class A ordinary shares will resume on Nasdaq.

How is Happy City Holdings (HCHL) interacting with regulators?
Happy City Holdings states it remains fully committed to cooperating with the SEC, Nasdaq, and other regulatory authorities. It has responded to Nasdaq’s information request and indicates it will promptly provide any additional information Nasdaq may request during its ongoing review.

Has Happy City Holdings (HCHL) promoted its stock on social media?
The company states that it has not authorized or participated in any promotion or recommendation of its securities via social media or otherwise. This reiteration is included alongside disclosures about the SEC trading suspension and the ongoing Nasdaq trading halt.

What forward-looking risks does Happy City Holdings (HCHL) highlight here?
The company identifies statements about the trading halt, its response to Nasdaq’s request, and potential resumption of trading as forward-looking. It notes these involve risks and uncertainties, directing investors to risk factors in its most recent annual report on Form 20-F.

 

 

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 July 2026

 

Commission File Number: 001-42712

 

Happy City Holdings Limited

(Translation of registrant’s name into English)

 

30 Cecil Street

#19-08 Prudential Tower

Singapore

(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

 

 

 

 

 

 

Submission of Response to Nasdaq’s Request for Additional Information

 

As previously disclosed in the reports on Form 6-K furnished by Happy City Holdings Limited (the “Company”) to the U.S. Securities and Exchange Commission (the “SEC”) on June 16, 2026 and July 9, 2026, on June 11, 2026, the Company received from the SEC an order (the “Order”) suspending trading in the Company’s securities for the period from 4:00 AM ET on June 12, 2026, through 11:59 PM ET on June 26, 2026; on June 12, 2026, the Company received an information request from The Nasdaq Stock Market LLC (“Nasdaq”) for certain information and documents (the “Information Request”); and on June 29, 2026, following the expiration of the trading suspension effected by the Order, Nasdaq announced that trading in the Company’s Class A ordinary shares is halted pending the Company’s satisfaction of the Information Request.

 

On July 10, 2026, the Company submitted to Nasdaq its response to the Information Request, together with supporting information and documents. The Company’s submission is subject to Nasdaq’s review, and, in accordance with Nasdaq’s announcement, trading in the Company’s Class A ordinary shares will remain halted until the Company has fully satisfied Nasdaq’s request for additional information. There can be no assurance as to when, or whether, trading in the Company’s Class A ordinary shares will resume.

 

The Company remains fully committed to cooperating with the SEC, Nasdaq, and other regulatory authorities, and will promptly provide any additional information that Nasdaq may request. As stated in the Company’s prior reports, the Company has not authorized, participated in, or been involved with any promotion or recommendation of its securities via social media or otherwise.

 

Forward-Looking Statements

 

This report contains 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, including, without limitation, statements regarding the trading halt of the Company’s Class A ordinary shares, the Company’s response to the Information Request, Nasdaq’s review of the Company’s submission, and the timing and potential resumption of trading. These forward-looking statements involve known and unknown risks and uncertainties and are based on the Company’s current expectations and projections about future events that the Company believes may affect its financial condition, results of operations, business strategy and financial needs. Investors can identify these forward-looking statements by words or phrases such as “may,” “will,” “expect,” “anticipate,” “aim,” “estimate,” “intend,” “plan,” “believe,” “is/are likely to,” “potential,” “continue” or other similar expressions. Further information regarding these and other risks, uncertainties, and factors that could cause actual results to differ materially from those expressed or implied in the forward-looking statements is included in the Company’s filings with the SEC, including the risk factors contained in the Company’s most recent annual report on Form 20-F. The Company undertakes no obligation to update or revise publicly any forward-looking statements to reflect subsequent occurring events or circumstances, or changes in its expectations, except as may be 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 actual results could differ materially from the anticipated results.

 

1

 

 

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.

 

  Happy City Holdings Limited
     
Date: July 16, 2026 By: /s/ Suk Yee, Kwan
  Name: Suk Yee, Kwan
  Title: Chief Executive Officer and Director

 

2

 

Source: View Original Filing on SEC EDGAR