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 October 2025
Commission File Number: 001-42456
INLIF LIMITED
No. 88, Hongsi Road
Yangxi New Area, Honglai Town
Nan’an City, Quanzhou
The People’s Republic of China
+86 15375760760
(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 ☐
INFORMATION CONTAINED IN THIS REPORT ON FORM
6-K
Nasdaq Notice of Failure to Comply with Minimum Bid Price Requirement
On October 27, 2025, INLIF Limited (the “Company”)
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 Class A Ordinary Shares over the 30 consecutive business day period between September 11, 2025 and October 24, 2025,
the Company is not in compliance with the requirement to maintain a minimum bid price of $1.00 per share of its Shares for continued listing
on The Nasdaq Capital Market, as set forth in Nasdaq Listing Rule 5550(a)(2) (the “Minimum Bid Price Requirement”).
On October 30, 2025, the Company issued a press release in accordance with Nasdaq Listing Rule 5810(b) and instructions from the Notice.
A copy of the press release is attached to this report on Form 6-K as Exhibit 99.1.
The Notice does not result in the immediate delisting
of the Company’s Class A Ordinary Shares, and the Company’s Class A Ordinary Shares will continue to trade on Nasdaq uninterrupted
under the symbol “INLF.” In addition, the Company’s business operations are not affected by the receipt of the Notice.
Pursuant to Nasdaq Listing Rule 5810(c)(3)(A),
the Company has a compliance period of one hundred eighty (180) calendar days, or until April 27, 2026 (the “Compliance Period”),
to regain compliance with the Minimum Bid Price Requirement. If at any time during the Compliance Period, the closing bid price per
share of the Company’s Class A Ordinary Shares is at least $1.00 for a minimum of ten (10) consecutive business days, Nasdaq will
provide the Company a written confirmation of compliance and the matter will be closed.
In the event the Company does not regain compliance
by April 27, 2026, the Company may be eligible for an additional 180 calendar day grace period. 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 to Nasdaq of its intention
to cure the deficiency during the second compliance period, including by effecting a reverse stock split, if necessary.
The Company intends to actively monitor the closing
bid price of the 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.
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.
EXHIBIT INDEX
| Exhibit No. |
|
Description |
| 99.1 |
|
Press Release |
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.
| |
INLIF LIMITED |
| |
|
|
| Date: October 30, 2025 |
By: |
/s/ Rongjun Xu |
| |
Name: |
Rongjun Xu |
| |
Title: |
Chief Executive Officer |