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 March 2026
Commission File Number: 001-41974
Intelligent Group Limited
Unit 1203C, Level 12, Admiralty Centre,
Tower 1, 18 Harcourt Road,
Admiralty, Hong Kong
(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 ☐
Intelligent Group Limited Has Regained Compliance with
Nasdaq’s Minimum Bid Price Requirement
Intelligent Group Limited (the “Company”) (NASDAQ: INTJ),
today announced that it has received a notification letter (the “Compliance Notice”) from the Nasdaq Listing Qualifications
Department of the Nasdaq Stock Market LLC (“Nasdaq”) dated March 3, 2026, informing the Company that it has regained compliance with
Nasdaq Listing Rule 5550(a)(2) (the “Minimum Bid Price Requirement”).
As previously announced, the Company received a notification letter
from the Nasdaq dated September 23, 2025, indicating that based on the closing bid price of the Company for the period from August 11,
2025 to September 22, 2025, the Company no longer meets the continued listing requirement of Nasdaq under Nasdaq Listing Rules 5550(a)(2),
to maintain a minimum bid price of US$1.00 per share. Pursuant to the Nasdaq Listing Rules 5810(c)(3)(A), the Company was provided with a compliance period
of 180 calendar days, or until March 23, 2026, to regain compliance. If at any time during the 180-day compliance period, the
closing bid price of the Company’s Class A ordinary shares is US$1.00 per share or higher for a minimum of ten consecutive business
days, the Nasdaq will provide the Company with written confirmation of compliance and the matter will be closed. According to
the Compliance Notice, for the last ten consecutive business days, from February 17 through March 2, 2026, the closing bid price of the
Company’s Class A has been at US$1.00 per share or greater. Accordingly, the Company has regained compliance with the
Minimum Bid Price Requirement, and the matter is closed.
Neither this report nor the exhibits constitute an offer to sell, or
the solicitation of an offer to buy our securities, nor shall there be any sale of our securities in any state or jurisdiction in which
such offer, solicitation or sale would be unlawful prior to the registration or qualification under the securities laws of any such state
or jurisdiction.
The information in this Form 6-K, including the exhibits shall not
be deemed to be “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, 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.
INDEX TO EXHIBITS
| Exhibit Number |
|
Exhibit Title |
| 99.1 |
|
Press Release |
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.
| |
INTELLIGENT GROUP LIMITED |
| |
|
|
| |
By: |
/s/ Wai Lau |
| |
Name: |
Wai Lau |
| |
Title: |
Director and Chairlady of the Board |
Date: March 6, 2026
3
Exhibit 99.1
Intelligent Group Limited Has Regained Compliance with
Nasdaq’s Minimum Bid Price Requirement
Hong Kong, March 6, 2026 — Intelligent Group
Limited (NASDAQ: INTJ) (“we”, or “the Company”) announced that the Company has received a written notification
from the staff of the Listing Qualifications Department of the Nasdaq Stock Market LLC (“Nasdaq”) dated March 3, 2026, informing
the Company that it has regained compliance with the Nasdaq Listing Rule 5550(a)(2) (“Minimum Bid Price Requirement”) and
the matter is closed.
As previously announced, the Company received a notification letter
from the Nasdaq dated September 23, 2025, indicating that based on the closing bid price of the Company for the period from August 11,
2025 to September 22, 2025, the Company no longer meets the continued listing requirement of Nasdaq under Nasdaq Listing Rules 5550(a)(2),
to maintain a minimum bid price of US$1.00 per share (the “Minimum Bid Price Deficiency”). Pursuant to the Nasdaq Listing Rules
5810(c)(3)(A), the Company was provided with 180 calendar days, or until March 23, 2026, to regain compliance.
To comply with the Minimum Bid Price Requirement, the closing bid price
of the Company’s Class A ordinary shares must be US$1.00 per share or higher for a minimum of ten consecutive business days at any
time prior to March 23, 2026. Therefore, in order to cure the Minimum Bid Price Deficiency, the Company has effectuated a reverse share
split on February 17, 2026 (U.S. Eastern Time) at an exchange ratio of one (1) share for twenty (20) shares.
According to the Compliance Notice, the Company evidenced a closing
bid price of its Class A ordinary shares at or greater than US$1.00 per share for ten consecutive business days from February 17 through
March 2, 2026. Thus, the Company has regained compliance with the Minimum Bid Price Requirement, and the matter is closed.
ABOUT INTELLIGENT GROUP LIMITED
Intelligent Group Limited has been deeply rooted in Hong Kong for many
years and successfully listed on the NASDAQ in March 2024. As a public relations group in Hong Kong to focus on producing financial content,
Intelligent Group Limited is committed to providing high-value public relations services to the financial sector, helping listed companies
enhance their brand influence through precise “data + content” driven communications. Through close collaboration with over
100 securities firms and more than 150 financial analysts, the company has focused on driving financial institutions, investors, and businesses
with efficient content-driven public relations services. Intelligent Group operates in Hong Kong, Guangzhou, and Shenzhen, providing top-tier
communications services to leading companies in the Hong Kong and U.S. stock markets.
For more information, please visit Intelligent Group’s website:
intelligentjoygroup.com
For enquiry, please contact Intelligent Group Limited:
Annie Lin
Phone: (852) 57496688
Email: anne.lin@intelligentjoy.com
FORWARD-LOOKING STATEMENTS
This press release contains forward-looking statements that are based
on the management’s current expectations, estimates, and assumptions about future economic conditions, industry performance, company
operations, and financial results. These statements are not guarantees of future events or performance and involve a number of risks and
uncertainties. Actual results could differ materially from those anticipated in the forward-looking statements due to factors such as
changes in economic conditions, market trends, industry developments, and operational factors. There can be no assurance that the expected
events or outcomes will occur as anticipated.
In the event of any discrepancies with press releases from other
sources, this version as published on the Company’s website shall prevail.
