[6-K] Hongli Group Inc. Current Report (Foreign Issuer)

Rhea-AI Filing Summary

Hongli Group Inc. (Nasdaq: HLP) reported that it received a Nasdaq deficiency notice on 10 July 2025 for failing to maintain the $1.00 minimum bid price required by Listing Rule 5550(a)(2). The bid price remained below the threshold for the 30-day period from 27 May 2025 to 9 July 2025.

The notice does not immediately affect the company’s listing status. Hongli has 180 calendar days—until 6 January 2026—to regain compliance. If the share price closes at or above $1.00 for at least 10 consecutive trading days, Nasdaq will confirm compliance. Alternatively, the firm may carry out a reverse stock split no later than ten business days before the deadline.

If compliance is not regained within the initial period, Hongli may seek a second 180-day extension, subject to meeting all other Capital Market listing standards and providing written notice of its intention to cure the deficiency, typically through a reverse split. Failure to satisfy these conditions would result in delisting proceedings.

The company stated it will actively monitor its share price and evaluate options but acknowledged that there is no assurance of regaining compliance. A press release (Exhibit 99.1) announcing the notice was issued on 15 July 2025.

Insights

Securities Analyst

TL;DR: Nasdaq bid-price deficiency increases delisting risk; 180-day window offers limited remedy, likely via reverse split.

The notice is formally negative because it signals Hongli’s market value weakness and triggers the clock toward potential delisting. Although no immediate trading impact occurs, sub-$1 quotes often restrict institutional ownership and index inclusion, further pressuring liquidity. Management’s options are largely cosmetic (reverse split) unless fundamental performance improves. Investors should discount a possible second 180-day grace period as contingent on other listing metrics—which thinly traded micro-caps often fail. Overall, headline risk and potential dilution (if split leads to equity raises) warrant caution.

Corporate Governance Expert

TL;DR: Compliance period buys time, but governance scrutiny rises; board must act decisively.

From a governance standpoint, receipt of a deficiency letter can erode stakeholder confidence and may force the board to pursue actions—such as a reverse split—that rarely add intrinsic value. Transparent communication and a credible operational turnaround plan are essential to mitigate litigation and shareholder activism risks. While the company disclosed the notice promptly, the absence of a detailed recovery strategy could invite regulatory and investor scrutiny.

 

 

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 2025

 

Hongli Group Inc.

(Exact name of registrant as specified in its charter)

 

No. 777, Daiyi Road,

Changle County, Weifang City,

Shandong Province, China, 262400

(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 ☐

 

 

 

 

 

Nasdaq Notice of Failure to Comply with Continued Listing Standards

 

On July 10, 2025, Hongli Group Inc. (the “Company”) (Nasdaq: HLP) received a deficiency letter (the “Notice”) from the Nasdaq Listing Qualifications Department (the “Staff”) of The Nasdaq Stock Market LLC (“Nasdaq”). The Notice informed the Company that, based upon the closing bid price of the Company’s ordinary shares (“Ordinary Shares”) over the 30 consecutive business day period between May 27, 2025 and July 9, 2025, the Company is not in compliance with the requirement to maintain a minimum bid price of $1.00 per share of its Ordinary Shares for continued listing on The Nasdaq Capital Market, as set forth in Nasdaq Listing Rule 5550(a)(2) (the “Minimum Bid Price Requirement”).

 

The Notice has no immediate effect on the continued listing status of the Ordinary Shares on The Nasdaq Capital Market. The Company has been provided a compliance period of 180 calendar days from the date of the Notice, or until January 6, 2026, to regain compliance pursuant to Nasdaq Listing Rule 5810(c)(3)(A). If at any time before January 6, 2026, the closing bid price of the Ordinary Shares reaches or exceeds $1.00 per share for a minimum of 10 consecutive business days, the Staff will provide written notification that the Company has achieved compliance with the Minimum Bid Price Requirement, and the matter would be resolved. If the Company chooses to implement a reverse stock split, it must complete the split no later than ten business days prior to January 6, 2026, in order to regain compliance.

 

If the Company does not regain compliance with the Minimum Bid Price Requirement during the initial 180 calendar day period, the Company may be eligible for additional time for compliance. To qualify, the Company will be required to meet the continued listing requirement for market value of publicly held shares and all other initial listing standards for The Nasdaq Capital Market, with the exception of the bid price requirement, and will need to provide written notice of its intention to cure the deficiency during the second compliance period, by effecting a reverse stock split, if necessary. If the Company meets these requirements, Nasdaq will inform the Company that it has been granted an additional 180 calendar days. However, if it appears to Staff that the Company will not be able to cure the deficiency, or if the Company is otherwise not eligible, Nasdaq will provide notice that its securities will be subject to delisting

 

The Company intends to actively monitor the closing bid price of the Ordinary Shares and will evaluate available options to regain compliance with the Minimum Bid Price Requirement. However, there can be no assurance that the Company will regain compliance during the initial 180-day compliance period, secure a second compliance period or maintain compliance with the other Nasdaq Listing Rules.

 

On July 15, 2025, the Company issued a press release disclosing its receipt of the Notice, a copy of which is attached to this Form 6-K as Exhibit 99.1. 

 

This report on Form 6-K (including the exhibit hereto) shall not be deemed to be “filed” for purposes of the Securities Exchange Act of 1934, as amended (the “Exchange Act”) and shall not be incorporated by reference into any filing under the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such filing.

 

1

 

 

EXHIBIT INDEX

 

Exhibit No.	 	Description
99.1	 	Press Release

 

2

 

 

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.

 

 	HONGLI GROUP INC.
 	 	 
Date: July 15, 2025 	By:	/s/ Jie Liu
 	 	Jie Liu
 	 	Chief Executive Officer

 

3

 

FAQ

Why did Hongli Group (HLP) receive a Nasdaq deficiency notice?

Because its ordinary shares traded below the $1.00 minimum bid price for 30 consecutive business days.

What is the deadline for Hongli Group to regain compliance?

The company has until 6 January 2026 (180 calendar days from the notice) to meet the bid-price requirement.

How can Hongli Group regain Nasdaq compliance?

It must achieve a $1.00 closing bid for 10 consecutive days or perform a reverse stock split before the deadline.

Will Hongli Group be delisted immediately?

No. The notice has no immediate effect; the shares remain listed during the compliance period.

Is a second compliance period possible for HLP?

Yes, Hongli may obtain an additional 180-day extension if it meets other listing standards and commits in writing to cure the deficiency.