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 September , 2026
Premium
Catering (Holdings) Limited
(Translation
of regustrants name into English)
6
Woodlands Walk,
Singapore 738398
(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
Notice
of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing.
On
September 9, 2026, Premium Catering (Holdings) Limited (the “Company” or the “Registrant”) issued a press release
announcing that, on September 4, 2026, the Company received a notice (the “Delinquency Letter”) from the Listing Qualifications
Department (the “Staff”) of The Nasdaq Stock Market LLC (“Nasdaq”) stating that, because the Company not yet
filed a Form 6-K containing an interim balance sheet and income statement as of the end of its second quarter for its fiscal half year
ended December 31, 2025 (the “2026 Interim Report”), it no longer complies with Nasdaq Listing Rule 5250(c)(1) (the “Rule”),
which requires that listed companies timely file all required periodic financial reports with the Securities and Exchange Commission.
A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.
The
Company has 60 calendar days from receipt of the notice to submit to Nasdaq a plan to regain compliance with the Rule (the “Compliance
Plan”). If Nasdaq accepts the Compliance Plan, then Nasdaq may grant the Company an exception of up to 180 calendar days from the
2026 Interim Report’s due date, or until December 28, 2026.
In
determining whether to accept the Company’s Compliance Plan, the Staff will consider such things as the likelihood that the 2026
Interim Report, along with any subsequent periodic filing that will be due, can be made within the 180 day period, the Company’s
past compliance history, the reasons for the late filing, other corporate events that may occur within the Staff’s review period,
the Company’s overall financial condition and its public disclosures. If Nasdaq does not accept the Compliance Plan, then the Company
will have the opportunity to appeal that decision to a Nasdaq Hearings Panel.
The
Company intends to submit a Compliance Plan and file the 2026 Interim Report within the time periods specified above.
The
Delinquency Letter has no immediate impact on the listing of the Company’s Class A ordinary shares on the Nasdaq Capital Market,
which will continue trading under the symbol “PC”. However, if the Company fails to regain compliance with the Rule, the
Company’s Class A ordinary shares will be subject to delisting from the Nasdaq.
The
press release announcing the change in fiscal year is included as Exhibit 99.1 to this report on Form 6-K.
Exhibits
Exhibit
Number |
|
Exhibit
Description |
| |
|
|
| 99.1 |
|
Press Release dated September 9, 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.
| Date: September 9, 2026 | Premium Catering
(Holdings) Limited |
| | | |
| | By: | /s/
Ka Hei Wong |
| | | Ka
Hei Wong |
| | | Chief
Financial Officer |
Exhibit 99.1
Premium Catering (Holdings) Limited Receives NASDAQ
Notice Related to Late Filing of Its Interim Report
New York, NY, Sept. 9, 2026 (GLOBE NEWSWIRE) —
Premium Catering (Holdings) Limited (NASDAQ: PC, or the “Company”), today announced that today announced that it has
received a letter from the Nasdaq Stock Market, dated September 4, 2026 (the “Delinquency Letter”), notifying the Company
that it is not in compliance with the requirements for continued listing set forth in NASDAQ Listing Rule 5250(c)(1) because it did not
timely file its interim report on Form 6-K containing an interim balance sheet and income statement for its fiscal half year ended December
31, 2025 (the “2026 Interim Report”), it no longer complies with Nasdaq Listing Rule 5250(c)(1) (the “Rule”),
which requires that listed companies timely file all required periodic financial reports with the Securities and Exchange Commission.
In accordance with Nasdaq Listing Rules, the Company has 60 calendar days from the date of the Delinquency Letter to submit a plan to
regain compliance with the Rule (the “Compliance Plan”). If Nasdaq accepts the Compliance Plan, Nasdaq may grant the Company
an extension until 180 calendar days from the date of the 2026 Interim Report’s due date, or December 28, 2026, to regain compliance.
The Company intends to submit the Compliance Plan within the prescribed 60-day period.
The Delinquency Letter has no immediate impact on
the listing of the Company’s Class A ordinary shares on the Nasdaq Capital Market, which will continue trading under the symbol
“PC”. However, if the Company fails to regain compliance with the Rule, the Company’s Class A ordinary shares will be
subject to delisting from the NASDAQ.
This announcement is made in compliance with Nasdaq
Listing Rule 5810(b), which requires prompt disclosure of receipt of a deficiency notification.
About Premium Catering (Holdings) Limited
Premium Catering (Holdings) Limited is a Singapore-based,
certified Halal food caterer founded in 2012 that primarily supplies budget-prepared meals to foreign workers in dormitories, construction,
marine, and manufacturing industries.
Core Business Operations
| ● | Budget
Prepared Meals: Supplies high-volume, 7-day-cycle menu meals tailored to specific cultural
and religious dietary needs, featuring Indian (vegetarian and non-vegetarian), Bangladeshi,
and Chinese cuisines. |
| ● | Smart
Incubators: Utilizes custom-made compartmentalized, heated, and insulated food dispensing
units introduced since 2019 for easy meal collection. |
| ● | Buffet
& Event Catering: Provides full buffet services for private functions, corporate
gatherings, and community events. |
| ● | Dormitory
Food Stalls: Operates on-site food stalls and offers ancillary bulk-order delivery services. |
Safe Harbor Statement
Certain of the statements made in this press release
are “forward-looking statements” within the meaning and protections of Section 27A of the Securities Act of 1933, as amended,
and Section 21E of the Securities Exchange Act of 1934, as amended. Forward-looking statements include statements with respect to our
beliefs, plans, objectives, goals, expectations, anticipations, assumptions, estimates, intentions, and future performance, and involve
known and unknown risks, uncertainties and other factors, which may be beyond our control, and which may cause the actual results, performance,
capital, ownership or achievements of the Company to be materially different from future results, performance or achievements expressed
or implied by such forward-looking statements. Forward-looking statements in this press release include, without limitation, the Company’s
submission of a Compliance Plan, the Company’s ability to regain compliance with Nasdaq Listing Rules, the continued listing of
the Company’s securities on the Nasdaq, and whether or not Nasdaq accepts any Compliance Plan.. All statements other than statements
of historical fact are statements that could be forward-looking statements. You can identify these forward-looking statements through
our use of words such as “may,” “will,” “anticipate,” “assume,” “should,”
“indicate,” “would,” “believe,” “contemplate,” “expect,” “estimate,”
“continue,” “plan,” “point to,” “project,” “could,” “intend,”
“target” and other similar words and expressions of the future.
All written or oral forward-looking statements attributable
to us are expressly qualified in their entirety by this cautionary notice, including, without limitation, those risks and uncertainties
described in our annual report on Form 20-F for the year ended June 30, 2025 and otherwise in our SEC reports and filings. Such reports
are available upon request from the Company, or from the Securities and Exchange Commission, including through the SEC’s Internet
website at http://www.sec.gov. We have no obligation and do not undertake to update, revise or correct any of the forward-looking
statements after the date hereof, or after the respective dates on which any such statements otherwise are made.
Contact Information:
Premium Catering (Holdings) Limited
Ka Hei Wong, Chief Financial Officer
Ben.Wong@premium-catering.com.sg
| | |
Premium
Catering (Holdings) Limited | |
| | |
As of | | |
As of | | |
As of | |
| | |
June 30, 2025 | | |
December 31, 2025 | | |
December 31, 2025 | |
| | |
S$ | | |
S$ | | |
US$ | |
| | |
| | |
(Unaudited) | | |
(Unaudited) | |
| | |
| | |
| | |
(Note 3(d)) | |
| ASSETS | |
| | | |
| | | |
| | |
| Current assets: | |
| | | |
| | | |
| | |
| Cash and cash equivalents | |
| 1,937,987 | | |
| 971,863 | | |
| 755,373 | |
| Accounts receivable, net | |
| 358,361 | | |
| 107,817 | | |
| 83,800 | |
| Amount due from related parties | |
| 28,195 | | |
| - | | |
| 0 | |
| Inventories | |
| 24,414 | | |
| 62,693 | | |
| 48,727 | |
| Deposits, prepayments and other receivables | |
| 9,150,388 | | |
| 9,154,662 | | |
| 7,115,391 | |
| Total current assets | |
| 11,499,345 | | |
| 10,297,035 | | |
| 8,003,291 | |
| | |
| | | |
| | | |
| | |
| Non-current assets: | |
| | | |
| | | |
| | |
| Property and equipment, net | |
| 102,560 | | |
| 373,665 | | |
| 290,429 | |
| Operating lease right-of-use assets | |
| 677,711 | | |
| 677,711 | | |
| 526,746 | |
| Deferred offering cost | |
| - | | |
| - | | |
| - | |
| Total non-current assets | |
| 780,271 | | |
| 1,051,376 | | |
| 817,174 | |
| | |
| | | |
| | | |
| | |
| TOTAL ASSETS | |
| 12,279,616 | | |
| 11,348,411 | | |
| 8,820,465 | |
| | |
| | | |
| | | |
| | |
| LIABILITIES AND SHAREHOLDERS’ EQUITY | |
| | | |
| | | |
| | |
| Current liabilities: | |
| | | |
| | | |
| | |
| Accounts payables, accruals, and other current | |
| 746,192 | | |
| 585,058 | | |
| 454,732 | |
| liabilities | |
| | | |
| | | |
| | |
| Amount due to related parties | |
| 39,553 | | |
| 223,636 | | |
| 173,819 | |
| Amount due to a shareholder | |
| 47,134 | | |
| | | |
| - | |
| Bank borrowings | |
| 314,559 | | |
| - | | |
| 0 | |
| Lease liabilities | |
| 20,628 | | |
| - | | |
| 0 | |
| Operating lease payable | |
| 260,241 | | |
| 260,241 | | |
| 202,270 | |
| Income tax payable | |
| - | | |
| | | |
| - | |
| Total current liabilities | |
| 1,428,307 | | |
| 1,068,935 | | |
| 830,821 | |
| | |
| | | |
| | | |
| | |
| Non-current liabilities: | |
| | | |
| | | |
| | |
| Bank borrowings | |
| 8,858 | | |
| 63,216 | | |
| 49,134 | |
| Lease liabilities | |
| - | | |
| - | | |
| 0 | |
| Operating lease payable | |
| 418,004 | | |
| 418,004 | | |
| 324,890 | |
| Total non-current liabilities | |
| 426,862 | | |
| 481,220 | | |
| 374,025 | |
| | |
| | | |
| | | |
| | |
| TOTAL LIABILITIES | |
| 1,855,169 | | |
| 1,550,155 | | |
| 1,204,846 | |
| | |
| | | |
| | | |
| | |
| Commitments and contingencies | |
| - | | |
| - | | |
| - | |
| | |
| | | |
| | | |
| | |
| Shareholders’ equity | |
| | | |
| | | |
| | |
| | |
| | | |
| | | |
| | |
| Class A ordinary shares, US$0.0000005 par value, 900,000,000,000 shares authorized, 18,652,750 shares issued and outstanding* | |
| 13 | | |
| | | |
| | |
| | |
| | | |
| | | |
| | |
| Class B ordinary shares, US$0.0000005 par value, 100,000,000,000 shares authorized, 10,547,250 shares issued and outstanding* | |
| 7 | | |
| | | |
| | |
| Additional paid-in capital | |
| 17,910,416 | | |
| 17,965,779 | | |
| 13,963,764 | |
| Accumulated deficits | |
| -7,485,989 | | |
| -8,167,522 | | |
| -6,348,144 | |
| Total shareholders’ equity | |
| 10,424,447 | | |
| 9,798,257 | | |
| 7,615,620 | |
| | |
| | | |
| | | |
| | |
| TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY | |
| 12,279,616 | | |
| 11,348,412 | | |
| 8,820,466 | |
| | |
Premium
Catering (Holdings) Limited | |
| | |
For the six-month period ended December 31, | |
| | |
2024 | | |
2025 | | |
2025 | |
| | |
S$ | | |
S$ | | |
US$ | |
| | |
(Unaudited) | | |
(Unaudited) | | |
(Unaudited) | |
| | |
| | |
| | |
(Note 3(d)) | |
| Revenues, net | |
| 2,232,003 | | |
| 2,055,246 | | |
| 1,597,424 | |
| | |
| | | |
| | | |
| | |
| Cost of revenues | |
| (1,599,911 | ) | |
| (1,466,269 | ) | |
| (1,139,646 | ) |
| Gross profit | |
| 632,092 | | |
| 588,977 | | |
| 457,778 | |
| Operating expenses: | |
| | | |
| | | |
| | |
| Selling and distribution | |
| (4,727 | ) | |
| (1,591 | ) | |
| (1,236 | ) |
| General and administrative | |
| (2,070,530 | ) | |
| (1,061,789 | ) | |
| (825,267 | ) |
| Total operating expenses | |
| (2,075,257 | ) | |
| (1,063,380 | ) | |
| (826,504 | ) |
| | |
| | | |
| | | |
| | |
| Loss from operations | |
| (1,443,165 | ) | |
| (52,336 | ) | |
| (52,336 | ) |
| | |
| | | |
| | | |
| | |
| Other income (expense): | |
| | | |
| | | |
| | |
| Interest expense | |
| (56,934 | ) | |
| (8,260 | ) | |
| (41,674 | ) |
| Government grants | |
| 5,284 | | |
| 7,477 | | |
| 3,867 | |
| Other income | |
| 89,953 | | |
| 46,100 | | |
| 65,842 | |
| Total other (expense)/income, net | |
| 38,303 | | |
| 45,317 | | |
| 28,035 | |
| | |
| | | |
| | | |
| | |
| Loss before income taxes | |
| (1,404,862 | ) | |
| (429,085 | ) | |
| (1,028,299 | ) |
| | |
| | | |
| | | |
| | |
| Income tax expense | |
| - | | |
| - | | |
| - | |
| | |
| | | |
| | | |
| | |
| NET LOSS/COMPREHENSIVE LOSS | |
| (1,404,862 | ) | |
| (429,085 | ) | |
| (1,028,299 | ) |
| | |
| | | |
| | | |
| | |
| Net loss per share attributable to shareholders | |
| | | |
| | | |
| | |
| Basic and diluted* | |
| (0.06 | ) | |
| (0.0004 | ) | |
| (0.05 | ) |
| | |
| | | |
| | | |
| | |
| Weighted average number of Shares outstanding | |
| | | |
| | | |
| | |
| Basic and diluted* | |
| 21,650,000 | | |
| 21,650,000 | | |
| 21,650,000 | |
