[6-K] mF International Limited Current Report (Foreign Issuer)

Rhea-AI Filing Summary

mF International Limited has successfully regained compliance with Nasdaq's minimum bid price requirement after previously receiving a non-compliance notification on August 1, 2024. The company's Class A Ordinary Shares maintained a closing bid price of $1.00 or higher for 10 consecutive business days from June 2-13, 2025.

The initial non-compliance notice was issued when the stock price fell below $1.00 for 30 consecutive business days from June 18 to July 31, 2024. Nasdaq has now confirmed the matter is resolved, though the company must continue monitoring its share price to maintain listing requirements.

• Trading Venue: Nasdaq Capital Market
• Compliance Rule: Nasdaq Listing Rule 5550(a)(2)
• Current Status: Compliant
• Risk Disclosure: Future non-compliance could result in potential delisting

Positive

• Company regained compliance with Nasdaq's minimum bid price requirement of $1.00, maintaining listing status on The Nasdaq Capital Market

Negative

• Previous non-compliance with Nasdaq listing requirements indicates recent share price weakness
• Risk of future delisting remains if share price falls below $1.00 again

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 June 2025

Commission File Number: 001-42027

mF International Limited

Unit 1801, Fortis Tower, 77-79 Gloucester Road,

Wan Chai, Hong Kong

(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 ☐

Regains Compliance with Nasdaq Minimum Bid Price Requirement

On August 1, 2024, mF International Limited (the “Company”) received a written notification (the “Notification Letter”) from the Listing Qualifications Department of The Nasdaq Stock Market LLC (“Nasdaq”) notifying the Company that, based on the closing bid price of the Company’s Class A ordinary shares (the “Class A Ordinary Shares”) for the 30 consecutive business days from June 18, 2024 to July 31, 2024, the Company was not in compliance with the requirement to maintain a minimum bid price of $1.00 per share for continued listing on The Nasdaq Capital Market, as set forth in Nasdaq Listing Rule 5550(a)(2). On June 16, 2025, the Company was notified by Nasdaq that Nasdaq has determined that for the 10 consecutive business days from June 2, 2025, through June 13, 2025, the closing bid price of the Company’s Class A Ordinary Shares has been at $1.00 per share or greater. Thus, the Company has regained compliance with Nasdaq Listing Rule 5550(a)(2), and Nasdaq considers this matter closed.

The Company will continue to monitor the closing bid price of its Class A Ordinary Shares in the future. If the Company does not maintain compliance with Nasdaq Listing Rule 5500(a)(2) in the future, it is likely that Nasdaq will once again provide notice that the Company’s Class A Ordinary Shares will be subject to delisting.

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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.

	mF International Limited
Date: June 20, 2025	By:	/s/ Haoyu Wang
	Name:	Haoyu Wang
	Title:	Chief Executive Officer and Executive Director

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FAQ

Has MFI regained compliance with Nasdaq's minimum bid price requirement in 2025?

Yes, on June 16, 2025, MFI was notified by Nasdaq that it has regained compliance with Listing Rule 5550(a)(2), as the company's Class A Ordinary Shares maintained a closing bid price of $1.00 or greater for 10 consecutive business days from June 2, 2025, through June 13, 2025.

When did MFI receive its initial Nasdaq non-compliance notice?

MFI received the initial non-compliance notification letter from Nasdaq on August 1, 2024, due to the closing bid price of its Class A Ordinary Shares being below $1.00 for 30 consecutive business days from June 18, 2024 to July 31, 2024.

What happens if MFI fails to maintain the $1.00 minimum bid price requirement in the future?

If MFI does not maintain compliance with Nasdaq Listing Rule 5500(a)(2) in the future, Nasdaq is likely to provide another notice that the Company's Class A Ordinary Shares will be subject to delisting.

Who is the current CEO of MFI as of June 2025?

According to the filing's signature section, Haoyu Wang serves as MFI's Chief Executive Officer and Executive Director as of June 20, 2025.

What type of shares does MFI have listed on Nasdaq?

MFI has Class A Ordinary Shares listed on The Nasdaq Capital Market.