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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): February
18, 2026
| PLANET GREEN HOLDINGS CORP. |
| (Exact name of registrant as specified in its charter) |
| Nevada |
|
001-34449 |
|
87-0430320 |
(State or other jurisdiction
of incorporation) |
|
(Commission File Number) |
|
(IRS Employer
Identification No.) |
130-30 31st Ave, Suite 512
Flushing, NY |
|
11354 |
| (Address of principal executive offices) |
|
(Zip Code) |
Registrant’s telephone number, including area
code: (347) 370-2352
| Not Applicable |
| (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
(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)) |
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, par value $0.001 per share |
|
PLAG |
|
NYSE American |
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. ☐
Item 3.01 Notice of Delisting or Failure to Satisfy
a Continued Listing Rule or Standard; Transfer of Listing.
On February 18, 2026, Planet Green Holdings Corp.
(the “Company”) received notice (the “Notice”) from The New York Stock Exchange (the “NYSE”) that its
regulatory department (the “NYSE Regulation”) had accepted the Company’s plan (the “Plan”) to regain compliance
with the NYSE American LLC’s (“NYSE American”) continued listing criteria set forth in Section 1003(a)(i), (ii) and
(iii) of the NYSE American Company Guide (the “Company Guide”) and granted a plan period through June 8, 2027 (the “Plan
Period Deadline”). As previously reported, on December 8, 2025, the Company received a notice from NYSE stating that the Company
is not in compliance with the continued listing criteria of Section 1003(a)(i), (ii) and (iii) of the Company Guide. The Company submitted
the Plan to NYSE Regulation addressing how the Company intends to regain compliance with these requirements.
During the plan period, the Company must provide quarterly
updates to NYSE Regulation concurrent with its periodic filings. If the Company does not regain compliance with the NYSE American continued
listing standards by the Plan Period Deadline, or if the Company does not make progress consistent with its Plan during the plan period,
then NYSE Regulation may initiate delisting proceedings. The Company may appeal a staff delisting determination in accordance with the
NYSE American rules.
The Company can provide no assurances that it will
be able to make progress with respect to its Plan that NYSE Regulation will determine to be satisfactory, that it will regain compliance
with Section 1003(a)(i), (ii) or (iii) of the Company Guide on or before the Plan Period Deadline, or that developments and events occurring
subsequent to the Company’s formulation of the Plan or its acceptance by NYSE Regulation, will not adversely affect the Company’s
ability to make sufficient progress and/or regain compliance with the aforementioned sections of the Company Guide on or before the Plan
Period Deadline or result in the Company’s failure to be in compliance with other NYSE American continued listing standards.
Item 7.01 Regulation FD Disclosure.
On February 19, 2026, the Company issued a press release announcing the
information described in Item 3.01 of this Current Report on Form 8-K. A copy of the press release is attached as Exhibit 99.1 to this
Current Report on Form 8-K and is incorporated by reference herein.
The information contained in this Current Report on
Form 8-K, including Exhibit 99.1 furnished herewith, shall not be deemed “filed” for purposes of Section 18 of the Securities
Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that Section and shall not
be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be
expressly set forth by specific reference in such a filing.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
| Exhibit No. |
|
Description |
| 99.1 |
|
Press Release dated February 19, 2026 |
| 104 |
|
Cover Page Interactive Data File (embedded within the Inline XBRL document) |
SIGNATURES
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, hereunto
duly authorized.
| Dated: February 19, 2026 |
PLANET GREEN HOLDINGS CORP. |
| |
|
| |
By: |
/s/ Bin Zhou |
| |
Name: |
Bin Zhou |
| |
Title: |
Chief Executive Officer and Chairman |
Exhibit 99.1
Planet Green Holdings Corp. Announces Acceptance
of Compliance Plan by NYSE
NEW YORK, February 19, 2026 /PRNewswire/ -- Planet
Green Holdings Corp. (“Planet Green”, the “Company”) (NYSE American: PLAG) announced today that the Company has
received notice from NYSE Regulation regarding its continued listing status. NYSE Regulation has reviewed the Company’s January 6,
2026 plan and financial statement projections and determined to accept the plan and grant a plan period through June 8, 2027 (the “Plan
Period Deadline”). NYSE Regulation staff will review the Company periodically for compliance with the initiatives outlined in the
plan. If the Company is not in compliance with the continued listing standards by the Plan Period Deadline, or if the Company does not
make progress consistent with the plan during the plan period, NYSE Regulation staff will initiate delisting proceedings as appropriate.
The Company may appeal a staff delisting determination in accordance with Section 1010 and Part 12 of the Company Guide.
Forward Looking Statements
This news release contains “forward-looking
statements” within the meaning of the “safe harbor” provisions of the U.S. Private Securities Litigation Reform Act
of 1995. Forward-looking statements may be identified by the use of words such as “anticipate”, “believe”, “expect”,
“estimate”, “plan”, “outlook”, and “project” and other similar expressions that indicate
future events or trends or are not statements of historical matters. These statements are based on our management’s current expectations
and beliefs, as well as a number of assumptions concerning future events.
Such forward-looking statements are subject to known
and unknown risks, uncertainties, assumptions and other important factors, many of which are outside of our control and all of which could
cause actual results to differ materially from the results discussed in the forward-looking statements. Accordingly, forward-looking statements
should not be relied upon as representing our views as of any subsequent date, and we do not undertake any obligation to update forward-looking
statements to reflect events or circumstances after the date they were made, whether as a result of new information, future events or
otherwise, except as may be required under applicable securities laws. Factors that could cause actual results to differ materially from
those expressed or implied in forward-looking statements can be found in our reports filed with the Securities and Exchange Commission,
which are available, free of charge, on the SEC’s website at www.sec.gov.
For more information please contact:
Ms. Lili Hu
Chief Financial Officer
Phone: 347 370 2352
Email: hulili@planetgreenholdings.com
