Next Technology (NXTT) to Appeal Nasdaq 'Public Shell' Determination

Next Technology Holding Inc. (NXTT) disclosed that Nasdaq has taken the view that the company qualifies as a "public shell", a determination that can trigger suspension or delisting.

Accepted by SEC EDGAR 08/28/2025 - 04:40 PM EDT Learn about SEC filing dates

Rhea-AI Filing Summary

Next Technology Holding Inc. (NXTT) disclosed that Nasdaq has taken the view that the company qualifies as a "public shell", a determination that can trigger suspension or delisting. The company disagrees with that view and intends to request a hearing, which will automatically stay any suspension or delisting action while the hearing and any Panel-granted extension are pending. The filing cautions there is no assurance the appeal will succeed or that the company will remain in compliance with applicable listing standards even if the appeal is successful.

Positive

• Company will request a hearing, which automatically stays suspension or delisting while pending
• Management publicly disagrees with Nasdaq's view, indicating intent to contest the determination

Negative

• Nasdaq has determined the company meets criteria for a "public shell" designation
• Filing states there is no assurance the appeal will succeed or that the company will maintain listing compliance

Insights

Listings & Regulatory Specialist

NXTT has initiated an appeal to pause Nasdaq's delisting process.

The company officially disputes Nasdaq's classification as a "public shell" and will request a hearing, which automatically stays any suspension or delisting while the appeal is pending. This procedural stay preserves trading eligibility in the near term but does not change the underlying determination.

For investors, the key implication is ongoing uncertainty: the outcome of the hearing determines whether NXTT can maintain Nasdaq listing standards or face delisting consequences.

Corporate Governance Analyst

Appeal preserves options but outcome and compliance risk remain.

By seeking a hearing the company uses established Nasdaq processes to delay enforcement actions, which can provide time to present evidence or remedial steps. The filing explicitly states no assurance of success, highlighting persistent governance or listing-criteria concerns underlying Nasdaq's determination.

8-K Event Classification

Item 3.01 — Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing

1 item

Item 3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing Securities

The company received a delisting notice, failed to satisfy a continued-listing rule or standard, or transferred its listing.

FAQ

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

What did Next Technology (NXTT) disclose about Nasdaq's action?

The company disclosed Nasdaq views it as a "public shell" and that NXTT disagrees and will request a hearing.

Will the Nasdaq suspension or delisting take effect immediately for NXTT?

No. The company says a timely hearing request will automatically stay any suspension or delisting while the hearing and any Panel extension are pending.

Does NXTT guarantee the appeal will succeed?

No. The filing explicitly states there is no assurance that the appeal will be successful.

What is the immediate investor impact noted in the filing?

The immediate effect is procedural: the filing preserves the company's listing status during the appeal but confirms ongoing uncertainty about long-term compliance.

Who signed the filing on behalf of NXTT?

The filing is signed by Weihong LIU, Chief Executive Officer.

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 25, 2025

Next Technology Holding Inc. 

(Exact name of Company as specified in charter) 

Wyoming		001-41450		84-4948289
(State or other jurisdiction of		(Commission File Number)		(I.R.S. Employer
incorporation or organization)				Identification Number)

Room 519, 05/F Block T3

Qianhai Premier Finance Centre Unit 2

Guiwan Area, Nanshan District, Shenzhen, China 518000

+44-7421477289

(Address, including zip code, and telephone number, including area code, of principal executive offices)

Wyoming Registered Agent

1621 Central Ave Cheyenne, Wyoming 82001

(Name, address, including zip code, and telephone number, including area code, of agent for service)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the Company under any of the following provisions (see General Instruction A.2. below):

☐	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))

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. ☐

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		NXTT		Nasdaq Capital Market

Item 3.01. Notice of Delisting of Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing.

On August 25, 2025, the Company received a letter (the “Notice”) from the Listing Qualifications Department (the “Staff”) of The Nasdaq Stock Market LLC (“Nasdaq”). In the Notice, the Staff explained that it had reviewed the Company’s filings with the Securities and Exchange Commission (“SEC”), including the Company’s annual report on Form 10-K filed on March 27, 2025, which reported that the Company had six (6) employees, had terminated all of its operations in the People’s Republic of China (“PRC”) in June, 2024, and had dissolved its PRC subsidiary “WeTrade Technology (Shanghai) Co., Ltd.” in July, 2024. The Staff also considered the Company’s quarterly reports on Form 10-Q filed on May 9, 2025 and August 8, 2025, respectively, which indicated that the Company has not generated any revenue in 2025. Based on the Staff’s review of the Company and pursuant to Nasdaq Listing Rule 5101, Nasdaq believes that the Company no longer has an operating business and is therefore a “public shell,” and that the continued listing of its common stock is no longer warranted. The Notice further advised that, unless the Company timely requests a hearing before a Hearings Panel (the “Panel”), it would be subject to delisting.

The Company disagrees with Nasdaq’s view regarding the Company’s status as a “public shell” and accordingly, intends to timely request a hearing. The hearing request will automatically stay any suspension or delisting action pending the hearing and the expiration of any additional extension period that may be granted by the Panel pursuant to the hearing. There can be no assurance that the Company’s appeal of the delisting determination will be successful, or that, if successful, the Company will be able to maintain compliance with all applicable listing criteria.

Forward Looking Statements

This Current Report on Form 8-K contains “forward-looking statements” within the meaning of federal and state securities laws. Such statements can be identified by words such as “will likely result,” “expect,” “anticipate,” “estimate,” “believe,” “intend,” “plan,” “project,” “outlook,” “should,” “could,” “may” or words of similar meaning and include, but are not limited to, statements regarding our future business and financial performance and prospects, including our expectations regarding the transactions described in this Current Report on Form 8-K. Such forward-looking statements are based upon the current beliefs and expectations of our management and are inherently subject to significant business, economic and competitive uncertainties and contingencies, many of which are difficult to predict and generally beyond our control. Actual results and the timing of events may differ materially from the results included in such forward-looking statements. Investors are cautioned not to place undue reliance on the forward-looking statements in this Current Report on Form 8-K, which information set forth herein speaks only as of the date hereof. The Company does not undertake, and it expressly disclaims, any intention or obligation to update any forward-looking statements made in this Current Report on Form 8-K, whether as a result of new information, future events or otherwise, except as required by law. A list and description of risks, uncertainties and other factors that could cause or contribute to differences in the Company’s results can be found in its filings with the SEC, including its most recent Annual Report on Form 10-K and subsequent filings. The Company qualifies all of its forward-looking statements by these cautionary statements.

1 

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the Company has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

	Next Technology Holding Inc.
	By:	/s/ Weihong LIU
	Name:	Weihong LIU
	Title:	Chief Executive Officer

Dated: August 28, 2025

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