CIMG Inc. gets Nasdaq notice for late 10-Q

CIMG Inc. received a delinquency notice from Nasdaq because it did not file its required Quarterly Report on Form 10-Q for the period ended June 30, 2025 on time.

Rhea-AI Filing Summary

CIMG Inc. received a delinquency notice from Nasdaq because it did not file its required Quarterly Report on Form 10-Q for the period ended June 30, 2025 on time. This violates Nasdaq Listing Rule 5250(c)(1), which requires listed companies to submit all periodic financial reports to the SEC when due.

The company must provide Nasdaq with its shares issued and outstanding at each quarter-end and submit additional written information about the deficiency to a Nasdaq Hearings Panel by August 27, 2025. The notice does not immediately affect the listing or trading of CIMG’s common stock on the Nasdaq Capital Market, and the company states that it intends to file the missing Form 10-Q as soon as possible.

Positive

• None.

Negative

• Nasdaq delinquency notice and listing risk: CIMG Inc. failed to timely file its Form 10-Q for the quarter ended June 30, 2025, triggering a Nasdaq notice under Listing Rule 5250(c)(1) and creating potential risk to its continued listing if compliance is not restored.

Insights

Equity & Listing Standards Analyst

Nasdaq delinquency notice introduces listing risk if 10-Q delays persist.

CIMG Inc. has been cited by Nasdaq for failing to file its Form 10-Q for the quarter ended June 30, 2025, breaching Listing Rule 5250(c)(1). This rule underpins timely financial disclosure for all Nasdaq-listed companies, so a deficiency here directly concerns transparency and compliance.

The company must supply quarter-end share counts and further written details on the deficiency to a Nasdaq Hearings Panel by August 27, 2025. While the notice currently has no impact on the trading or listing of the common stock, the company acknowledges uncertainty by noting there is no assurance Nasdaq will accept any compliance plan or grant relief.

CIMG states it intends to file the delayed Form 10-Q "as soon as possible." Actual resolution will depend on when that report is filed and how Nasdaq responds to any plan to regain compliance, which will be reflected in subsequent company disclosures.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

Why did CIMG Inc. receive a Nasdaq delinquency notice?

CIMG Inc. received a delinquency notice from Nasdaq because it did not timely file its required Quarterly Report on Form 10-Q for the period ended June 30, 2025, as required by Nasdaq Listing Rule 5250(c)(1).

Does the Nasdaq notice immediately affect trading of CIMG Inc. stock?

No. 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.

What does CIMG Inc. need to provide to Nasdaq after the delinquency notice?

CIMG Inc. must submit the number of shares issued and outstanding at the end of each quarter to the Nasdaq Listing Center and provide additional written information about the deficiency to the Nasdaq Hearings Panel by August 27, 2025.

How does CIMG Inc. plan to address the late Form 10-Q?

The company states that it intends to file its Quarterly Report on Form 10-Q for the quarter ended June 30, 2025 as soon as possible to address the delinquency.

Is there any assurance that CIMG Inc. will regain Nasdaq compliance?

The company notes that there can be no assurance Nasdaq will accept its plan, that it will regain compliance with the listing rule, or that Nasdaq will grant any necessary relief from delisting.

What listing rule did CIMG Inc. violate by missing its 10-Q filing?

CIMG Inc. is currently not in compliance with Nasdaq Listing Rule 5250(c)(1), which requires timely filing of all periodic financial reports with the SEC.

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): August 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 August 20, 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 5250(c)(1) (the “Listing Rule”) as a result of the Company’s failure to timely file its Quarterly Report on Form 10-Q for the quarterly period ended June 30, 2025.

The Listing Rule requires listed companies to timely file all required periodic financial reports with the Securities and Exchange Commission. The Company per the delinquency notification letter must submit the number of shares issued and outstanding at the end of each quarter to the Nasdaq Listing Center. Additionally the Company must submit additional information regarding this deficiency to the Nasdaq Hearings Panel, in writing no later than August 27, 2025. The deficiency notice has no immediate effect on the listing or trading of the Company’s common stock on The Nasdaq Capital Market.

The Company intends to file its Form 10-Q for the quarterly period ended June 30, 2025 as soon as possible.

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: August 21, 2025	By:	/s/ Jianshuang Wang
	Name:	Jianshuang Wang
	Title:	Chief Executive Officer