STOCK TITAN

KNOREX (KNRX) faces NYSE American non-compliance over delayed 2025 Form 20-F

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

Rhea-AI Filing Summary

KNOREX Ltd. reported that it received a notice from NYSE Regulation on May 18, 2026 stating it is not in compliance with NYSE American’s continued listing standards because it did not file its annual report on Form 20-F for the year ended December 31, 2025 by the extended deadline of May 15, 2026.

The exchange has given an Initial Cure Period of six months from the filing delinquency, through November 15, 2026, to file the 2025 Form 20-F, and may, at its discretion, grant an Additional Cure Period of up to six months through May 15, 2027. NYSE American can also decide to skip or shorten these cure periods and begin suspension and delisting procedures under its Company Guide.

KNOREX’s class A ordinary shares continue to trade on NYSE American during the cure period as long as the company meets other listing requirements. The company is working with its accounting, audit and legal professionals and plans to file the 2025 Form 20-F within the Initial Cure Period, but it acknowledges there is no assurance it will regain full compliance with all listing standards.

Positive

  • None.

Negative

  • Listing compliance risk: KNOREX failed to file its 2025 Form 20-F by the extended May 15, 2026 deadline, triggering NYSE American non-compliance procedures with potential suspension and delisting if it does not cure the delinquency within the allowed periods.

Insights

Delayed 20-F filing has triggered a NYSE American non-compliance process with clear delisting timelines.

KNOREX missed the extended May 15, 2026 deadline for its 2025 Form 20-F, leading NYSE Regulation to deem it non-compliant with continued listing standards and place it under Section 1007 procedures. This is a formal listing deficiency tied directly to regulatory reporting.

The company has an Initial Cure Period through November 15, 2026, and NYSE American may grant an Additional Cure Period to May 15, 2027. However, the exchange retains broad discretion to deny or truncate these periods and begin suspension and delisting under Sections 1001–1010 if other issues arise.

Management is working with external advisors and intends to file within the Initial Cure Period, but explicitly notes there is no assurance of regaining full compliance. Until the 2025 Form 20-F is filed and the exchange confirms compliance, the listing status remains at risk even though the class A ordinary shares continue trading, subject to all other NYSE American requirements.

Extended Form 20-F deadline May 15, 2026 Extended due date for KNOREX’s 2025 Form 20-F after Form 12b-25
Initial Cure Period end November 15, 2026 End of six-month Initial Cure Period under NYSE American Section 1007
Additional Cure Period end May 15, 2027 Potential end of up to six-month Additional Cure Period if granted
Fiscal year covered by delayed report Year ended December 31, 2025 Period for KNOREX’s pending Form 20-F annual report
Notice date from NYSE Regulation May 18, 2026 Date NYSE Regulation notified KNOREX of non-compliance
continued listing standards regulatory
"the Company is not in compliance with the continued listing standards of NYSE American LLC"
Ongoing rules a stock exchange requires a listed company to meet to keep its shares trading publicly, such as minimum share price, market value, timely financial reports, and governance practices. Think of it as a membership checklist for a club: falling short can lead to warnings or removal from the exchange, which can sharply reduce liquidity, investor confidence, and a stock’s value. Investors watch these standards to gauge regulatory risk and the stability of their holdings.
Form 20-F regulatory
"the Company’s annual report on Form 20-F for the fiscal year ended December 31, 2025"
Form 20-F is the standardized annual disclosure that non-U.S. companies must file with the U.S. securities regulator when their shares are traded in the U.S.; it contains audited financial statements, a plain-language description of the business, management discussion, governance details and key risk factors. It matters to investors because it provides a consistent, comparable company “report card” and rulebook, helping buyers assess financial health, governance and risks before investing.
Initial Cure Period regulatory
"for a six-month period from the date of the Filing Delinquency until November 15, 2026 (the “Initial Cure Period”)"
A specified window of time given to a party under a contract to fix a problem or comply with an obligation before the other side can take stronger steps like stopping performance, seeking damages, or terminating the agreement. For investors it matters because the length and conditions of that grace period affect how quickly disputes can escalate, the likelihood of contract continuity, and potential financial or operational disruptions—think of it as a formal grace period to repair a leak before deciding whether to replace the roof.
Additional Cure Period regulatory
"up to an additional six-month period through May 15, 2027 (the “Additional Cure Period”)"
An additional cure period is extra time written into a contract that lets a party fix a breach or missed payment before the other side can take harsh steps like ending the deal or calling a loan due. For investors, it matters because it can delay or prevent immediate losses, affect the timing of recoveries, and signal how quickly negative events might hit a company’s cash flow or share value—like a grace period to repair a leaky pipe before eviction.
suspension and delisting procedures regulatory
"suspension and delisting procedures will commence in accordance with the procedures set out in Section 1010"
forward-looking statements regulatory
"constitute forward-looking statements within the meaning of The Private Securities Litigation Reform Act of 1995"
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.
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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 May 2026

 

Commission file number: 001-42862

 

KNOREX Ltd.

(Exact name of registrant as specified in its charter)

 

 

 

21 Merchant Road, #04-01

Singapore 058267

(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 ☐

 

 

 

 

 

 

EXHIBITS

 

Exhibit No.   Description
99.1   Press release issued by KNOREX Ltd. on May 22, 2026

 

 

 

 

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.

 

  KNOREX Ltd.
   
  By: /s/ Khar Heng Choo
  Name: Khar Heng Choo
  Title: Chairman of the Board of Directors and Chief Executive Officer

 

Date: May 22, 2026

 

 

 

Exhibit 99.1

 

KNOREX Receives Notification from NYSE American Regarding Delayed Annual Report Filing

 

Singapore, May 22, 2026 -- KNOREX Ltd. (NYSE:KNRX) (“KNOREX” or the “Company”), a leading provider of AI-driven advertising technology solutions, today announced that it received a notice from NYSE Regulation on May 18, 2026 indicating that the Company is not in compliance with the continued listing standards of NYSE American LLC (“NYSE American” or the “Exchange”). The Company filed a Form 12b-25 (the “NT 20-F”), which extended the due date for the Company’s annual report on Form 20-F for the fiscal year ended December 31, 2025 (the “2025 Form 20-F”) to May 15, 2026. The Company failed to timely file its2025 Form 20-F by the extended filing due date of May 15, 2026 (the “Filing Delinquency”). The Company is now subject to the procedures and requirements set forth in Section 1007 of the NYSE American Company Guide.

 

NYSE Regulation notified the Company that NYSE American will closely monitor the status of the Company’s 2025 Form 20-F and any subsequent delayed filings for a six-month period from the date of the Filing Delinquency until November 15, 2026 (the “Initial Cure Period”). If the Company fails to cure the Filing Delinquency within the Initial Cure Period, the Exchange may, in its sole discretion, allow the Company’s securities to be traded for up to an additional six-month period through May 15, 2027 (the “Additional Cure Period”) depending on the Company’s specific circumstances. If the Exchange determines that an Additional Cure Period is not appropriate, suspension and delisting procedures will commence in accordance with the procedures set out in Section 1010 of the NYSE American Company Guide. If the Exchange determines that an Additional Cure Period of up to six months is appropriate and the Company fails to file the 2025 Form 20-F and any subsequent delayed filings by the end of that period, suspension and delisting procedures will generally commence.

 

Notwithstanding the foregoing, however, the NYSE American may in its sole discretion decide (i) not to afford the Company any Initial Cure Period or Additional Cure Period, as the case may be, at all or (ii) at any time during the Initial Cure Period or Additional Cure Period, to truncate the Initial Cure Period or Additional Cure Period, as the case may be, and immediately commence suspension and delisting procedures if the Company is subject to delisting pursuant to any other provision of the NYSE American Company Guide, including if the NYSE American believes, in its sole discretion, that continued listing and trading of the Company’s securities on the exchange is inadvisable or unwarranted in accordance with Sections 1001-1006 of the NYSE American Company Guide.

 

The delinquency notice has no immediate impact on the listing of the Company’s class A ordinary shares, which will continue to be listed and traded on the NYSE American during the cure period subject to continued compliance with the other listing requirements of the NYSE American.

 

As disclosed in the NT 20-F, the compilation, dissemination and review of the information required to be presented in the 2025 Form 20-F, including, without limitation, the financial statements to be included therein, had imposed time constraints that rendered timely filing of the 2025 Form 20-F impracticable. The filing of the 2025 Form 20-F has been further delayed from the Company’s expectations at the time of the NT 20-F filing as a result of these ongoing processes. The Company is currently working with its accounting, audit and legal professionals to prepare the 2025 Form 20-F and plans to file within the Initial Cure Period. However, there can be no assurance that the Company will ultimately regain compliance with all applicable Exchange listing standards.

 

About KNOREX Ltd.

 

Founded in 2009, KNOREX Ltd. (NYSE:KNRX) is a B2B technology company that provides AI-driven cross-channel programmatic advertising products and solutions to help businesses to simplify digital advertising. The Company’s flagship platform, KNOREX XPOsm, is an AI-powered, cloud-based advertising technology platform that enables marketers to efficiently plan, execute, and optimize cross-channel ad campaigns across a diverse range of digital media, including social media, search, CTV/OTT, video, audio, display, native, and DOOH advertising.

 

 

 

 

By leveraging advanced AI/ML-driven automation, KNOREX XPO allows advertisers to enhance campaign performance, reduce wasted ad spend, and scale their marketing efforts while maintaining efficiency and transparency. The platform is designed to address the growing complexity in digital marketing by centralizing campaign execution and analytics into a unified, data-driven workflow.

 

KNOREX serves global enterprises, agencies, and brands across multiple industries, helping them navigate the rapidly evolving digital advertising landscape with automated, intelligent, and data-driven solutions. The Company has operations in the United States, Vietnam, India, Malaysia, and Singapore.

 

For additional information, please visit www.knorex.com.

 

Forward-Looking Statements

 

Any statements in this press release about future expectations, plans and prospects for the Company, including the Company’s plans to file its annual report on Form 20-F for the year ended December 31, 2025, expectations to expand its business, its business strategy and other statements containing the words “believe,” “expect,” “intend,” “may,” “projects,” “will,” “planned,” and similar expressions, constitute forward-looking statements within the meaning of The Private Securities Litigation Reform Act of 1995. 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 reporting timelines, financial condition, results of operations, business strategy and financial needs. 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 the Company cautions investors that actual results may differ materially from the anticipated results and encourages investors to review other factors that may affect its future results in the Company’s registration statement and other filings with the U.S. Securities and Exchange Commission. These forward-looking statements should not be relied upon as representing the Company’s views as of any date subsequent to the date hereof.

 

Contact Information

 

Crescendo Communications, LLC

212-671-1020

KNRX@crescendo-ir.com

 

 

 

FAQ

Why did KNOREX (KNRX) receive a non-compliance notice from NYSE American?

KNOREX received the notice because it did not file its 2025 Form 20-F by the extended deadline of May 15, 2026. The missed deadline constitutes a filing delinquency under NYSE American’s continued listing standards and triggered formal deficiency procedures.

What cure periods has KNOREX (KNRX) been given to file its 2025 Form 20-F?

KNOREX has an Initial Cure Period of six months from the May 15, 2026 delinquency, running to November 15, 2026. NYSE American may, at its sole discretion, grant an Additional Cure Period of up to six months, potentially extending the deadline to May 15, 2027.

Could KNOREX (KNRX) be delisted from NYSE American due to the delayed 20-F filing?

Yes. If KNOREX fails to file its 2025 Form 20-F within the Initial or any Additional Cure Period, NYSE American may begin suspension and delisting procedures. The exchange can also choose to truncate or skip cure periods if other delisting criteria are met.

Are KNOREX (KNRX) class A ordinary shares still trading on NYSE American?

Yes. The notice has no immediate impact on trading, and KNOREX’s class A ordinary shares continue to be listed on NYSE American during the cure period, provided the company continues to meet all other applicable listing requirements.

What is KNOREX (KNRX) doing to address the delayed 2025 Form 20-F filing?

KNOREX states that it is working with its accounting, audit and legal professionals to complete the 2025 Form 20-F. The company plans to file within the Initial Cure Period but cautions there is no assurance it will regain full listing standard compliance.

What period will KNOREX’s delayed Form 20-F cover?

The delayed annual report on Form 20-F will cover KNOREX’s fiscal year ended December 31, 2025. The company previously filed a Form 12b-25 to extend the original filing deadline before missing the extended May 15, 2026 due date.

Filing Exhibits & Attachments

1 document