CIMG Inc. receives Nasdaq delinquency notice

CIMG Inc. reported receiving a delinquency notice from Nasdaq on October 8, 2025 because it did not hold an annual shareholder meeting within twelve months of its fiscal year end, as required by Nasdaq Listing Rule 5620(a) and 5810(c)(2)(G).

Rhea-AI Filing Summary

CIMG Inc. reported receiving a delinquency notice from Nasdaq on October 8, 2025 because it did not hold an annual shareholder meeting within twelve months of its fiscal year end, as required by Nasdaq Listing Rule 5620(a) and 5810(c)(2)(G).

The company has scheduled its Annual Meeting of Stockholders for October 28, 2025, as described in its proxy statement filed on October 6, 2025, and must submit additional information about this deficiency in writing to a Nasdaq Hearings Panel by October 15, 2025. The notice does not immediately affect the listing or trading of CIMG’s common stock on The Nasdaq Capital Market.

Positive

• None.

Negative

• Nasdaq delinquency notice for annual meeting lapse: CIMG Inc. received a delinquency notification from Nasdaq on October 8, 2025 for failing to hold an annual shareholder meeting within twelve months of its fiscal year end, introducing a risk to continued listing if compliance is not regained.

Insights

Equity & Listing Standards Analyst

Nasdaq delinquency notice introduces listing risk but no immediate trading impact.

CIMG Inc. received a Nasdaq delinquency notification on October 8, 2025 for failing to hold an annual shareholder meeting within twelve months of its fiscal year end, as required by Listing Rule 5620(a) and 5810(c)(2)(G).

The company has already scheduled its Annual Meeting of Stockholders for October 28, 2025 and disclosed this in a proxy statement filed on October 6, 2025. It must provide additional information on the deficiency to a Nasdaq Hearings Panel by October 15, 2025, which will factor into any compliance assessment.

The company states that the deficiency notice has no immediate effect on the listing or trading of its common stock on The Nasdaq Capital Market. Forward-looking language notes there is no assurance Nasdaq will accept any compliance plan or grant relief, so the ultimate listing outcome depends on Nasdaq’s determinations.

FAQ

Why did CIMG Inc. (IMG) receive a Nasdaq delinquency notice?

CIMG Inc. received a Nasdaq delinquency notification on October 8, 2025 for not holding an annual shareholder meeting within twelve months of its fiscal year end. This timing violates Nasdaq Listing Rule 5620(a) and 5810(c)(2)(G), triggering a formal deficiency notice from Nasdaq Listing Qualifications Staff.

How is CIMG Inc. (IMG) responding to the Nasdaq listing deficiency?

CIMG Inc. is responding by holding its Annual Meeting of Stockholders on October 28, 2025, as described in its October 6, 2025 proxy statement. The company must also submit additional written information about the deficiency to a Nasdaq Hearings Panel no later than October 15, 2025.

Does the Nasdaq deficiency notice affect trading of CIMG Inc. (IMG) stock?

The company states that the Nasdaq deficiency notice has no immediate effect on the listing or trading of CIMG Inc.’s common stock on The Nasdaq Capital Market. Shares continue to trade under the existing listing while the company works to address the annual meeting requirement.

What Nasdaq rules did CIMG Inc. (IMG) fail to comply with?

CIMG Inc. was cited for non-compliance with Nasdaq Listing Rule 5620(a) and 5810(c)(2)(G). The deficiency arose because the company did not hold an annual meeting of shareholders within twelve months of the end of its fiscal year, as those listing standards require for continued Nasdaq listing.

What future dates are important in CIMG Inc. (IMG) Nasdaq matter?

Key dates include October 15, 2025, the deadline to submit additional information to the Nasdaq Hearings Panel, and October 28, 2025, when CIMG plans to hold its Annual Meeting of Stockholders. These dates are central to the company’s efforts to address the listing deficiency.

What uncertainties does CIMG Inc. (IMG) highlight about regaining Nasdaq compliance?

CIMG notes there is no assurance Nasdaq will accept its plan, that it will regain compliance with the listing rule during any compliance period, or that Nasdaq will grant relief from delisting. Forward-looking statements emphasize actual outcomes may differ from expectations disclosed by the company.

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

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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 of 1934

Date of Report (Date of earliest event reported): October 8, 2025

CIMG Inc.

(Exact name of registrant as specified in its charter)

Nevada		001-39338		38-3849791
(State or other jurisdiction of incorporation or organization		(Commission File No.)		(IRS Employer Identification No.)

Room R2, FTY D, 16/F, Kin Ga Industrial Building,

9 San On Street, Tuen Mun, Hong Kong 00000

(Address of principal executive offices)

+ 852 70106695

Registrant’s telephone number, including area code)

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))

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, $0.00001 par value		IMG		The Nasdaq Stock Market LLC

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. ☐

3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing.

On October 8, 2025, CIMG Inc. (the “Company”) received a delinquency notification letter from the Listing Qualifications Staff of the Nasdaq Stock Market LLC (the “Nasdaq”) due to the Company’s non-compliance with Nasdaq Listing Rule 5620(a) and 5810(c)(2)(G) (the “Listing Rule”) as a result of the Company’s failure to hold an annual meeting of shareholders within twelve months of the end of the Company’s fiscal year end. As set forth in its proxy statement filed with the Securities and Exchange Commission on October 6, 2025, the Company is holding its Annual Meeting of Stockholders on October 28, 2025.

The Company per the delinquency notification letter must submit additional information regarding this deficiency to the Nasdaq Hearings Panel, in writing no later than October 15, 2025. The deficiency notice has no immediate effect on the listing or trading of the Company’s common stock on The Nasdaq Capital Market.

Forward-Looking Statements

Certain information contained in this report consists of forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 that involve risks, uncertainties and assumptions that are difficult to predict. Words such as “will,” “would,” “may,” “intends,” “potential,” and similar expressions, or the use of future tense, identify forward-looking statements, but their absence does not mean that a statement is not forward-looking. Such forward-looking statements are not guarantees of performance and actual actions or events could differ materially from those contained in such statements. For example, there can be no assurance that Nasdaq will accept the Company’s plan to regain compliance, that the Company will regain compliance with the Listing Rule during any compliance period or in the future, or otherwise meet Nasdaq continued listing standards, or that Nasdaq will grant the Company any relief from delisting as necessary or that the Company can ultimately meet applicable Nasdaq requirements for any such relief. 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. The forward-looking statements contained in this report speak only as of the date of this report and the Company undertakes no obligation to publicly update any forward-looking statements to reflect changes in information, events or circumstances after the date of this report, unless required by law.

(d) Exhibits.

Exhibit No.		Description
104		Cover Page Interactive Data File (embedded within the Inline XBRL document)

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 thereunto duly authorized.

	CIMG Inc.
Dated: October 9, 2025	By:	/s/ Jianshuang Wang
	Name:	Jianshuang Wang
	Title:	Chief Executive Officer