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PTL Limited SEC Filings

PTLE Nasdaq

Welcome to our dedicated page for PTL SEC filings (Ticker: PTLE), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.

The PTL Limited (NASDAQ: PTLE) SEC filings page provides access to the company’s official submissions as a foreign private issuer, including reports on Form 6-K and registration statements used for its equity offerings. PTL Limited is a British Virgin Islands–incorporated holding company whose subsidiaries act as a bunkering facilitator, providing marine fuel logistics services for vessel refueling in the Asia Pacific region.

Through these filings, readers can review unaudited interim condensed consolidated financial statements, which PTL furnishes on Form 6-K for specified six-month periods. These documents detail revenue, cost of revenue, gross profit, selling, general and administrative expenses, and net income, along with narrative explanations of changes in sales volumes, marine fuel costs and credit loss provisions. They also describe tax treatment in the British Virgin Islands, Hong Kong and Singapore for the parent company and its subsidiaries.

PTL Limited’s filings further document its capital markets and share structure. Investors can examine registration statements on Form F-1 and Form F-3 that support its initial public offering, subsequent public offerings and registered direct offerings of Class A ordinary shares, as well as disclosures about the creation of a dual class share structure with Class A and Class B ordinary shares and the voting rights attached to each class.

Regulatory filings also cover Nasdaq listing compliance, including notices regarding minimum market value of listed securities and minimum bid price requirements, and later confirmation of compliance with certain listing rules. Additional 6-K reports describe changes in the company’s independent registered public accounting firm, previously disclosed material weaknesses in internal control over financial reporting, and appointments or resignations of directors and senior executives.

On Stock Titan, PTLE filings are updated in near real time from EDGAR, and AI-powered summaries help explain the key points of lengthy documents such as financial reports, offering-related filings and governance disclosures, allowing readers to quickly understand what each filing means for PTL Limited and its shareholders.

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PTL Limited reports that Nasdaq has granted an additional 180-day grace period, until July 13, 2026, for the company to regain compliance with the exchange’s minimum bid price requirement of $1.00 per share for its Class A ordinary shares. This follows an earlier notice on July 18, 2025, that the stock had traded below $1.00 for 30 consecutive business days and failed to regain compliance within the initial deadline of January 14, 2026.

To cure the deficiency, PTL’s closing bid price must be at or above $1.00 for at least 10 consecutive business days during the extension. The company notes it remains in compliance with all other Nasdaq listing standards and has notified Nasdaq of its intention to cure the issue, including the potential use of a reverse stock split if needed. If PTL does not regain compliance by July 13, 2026, Nasdaq staff may move to delist its securities, a decision the company could then appeal to a Hearings Panel.

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PTL Limited has completed a registered direct offering of its Class A ordinary shares. The company issued 155,000,000 Class A ordinary shares at a purchase price of US$0.025 per share, raising aggregate gross proceeds of approximately US$3,875,000. The shares were sold under an effective Form F-3 shelf registration and a January 2026 prospectus supplement. PTL plans to use the net proceeds for vessel acquisition, working capital, and general corporate purposes, supporting its business operations and growth plans.

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Rhea-AI Summary

PTL Limited is raising US$3,875,000 by issuing 155,000,000 Class A ordinary shares at US$0.025 each in a registered direct offering to unrelated third-party investors. The shares are being sold under an effective Form F-3 shelf registration statement and a January 2026 prospectus supplement. The board of directors has approved the purchase agreements and related transactions. The company plans to use the net proceeds primarily for vessel acquisition, along with working capital and general corporate purposes, adding new capital to support its business growth plans.

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PTL Limited is offering up to 155,000,000 Class A Ordinary Shares at $0.025 per share in a self-underwritten primary sale to select investors. The Class A Ordinary Shares trade on Nasdaq under the symbol PTLE, and if the offering is fully subscribed, Class A shares outstanding will rise from 86,237,500 to 241,237,500, significantly increasing the share count relative to current levels.

The company plans to use the proceeds for vessel acquisition, working capital and general corporate purposes, supporting its marine fuel logistics business centered in Hong Kong. PTL is a BVI holding company; investors only hold equity in the holding company, while operations are conducted through a Hong Kong subsidiary, creating structural and enforcement risks for shareholders.

The filing highlights Nasdaq listing risks: PTL recently regained compliance with the market value of listed securities requirement but remains below the minimum bid price rule, facing a potential delisting process if it does not cure this deficiency. It also details extensive legal and regulatory uncertainties tied to PRC and Hong Kong oversight, data and cybersecurity laws, cross-border cash transfers and the HFCAA, any of which could materially affect operations or render the Class A Ordinary Shares significantly less valuable or even worthless.

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prospectus
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PTL Limited completed a registered direct offering of 60,000,000 Class A ordinary shares at a purchase price of US$0.04 per share, generating approximately US$2.4 million in gross proceeds.

The shares were issued under an effective Form F-3 shelf registration and related prospectus supplement. PTL plans to use the net proceeds primarily for vessel acquisition, along with working capital and general corporate purposes.

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PTL Limited reports that Nasdaq has confirmed the company now meets the exchange’s continued listing standards. The company previously received a notice on July 18, 2025, that it did not satisfy either the minimum stockholders’ equity requirement of $2.5 million or the $35 million minimum market value of listed securities under Nasdaq Listing Rule 5550(b). Based on stockholders’ equity of $8,421,458 reported in a prior Form 6-K, Nasdaq staff determined that PTL Limited now complies with Listing Rule 5550(b) and has closed the matter, meaning the company’s Class A ordinary shares remain eligible for listing on the Nasdaq Capital Market.

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PTL Limited filed a Form F-3 shelf registration to offer, from time to time after effectiveness, up to $100,000,000 of Class A ordinary shares, share purchase contracts and units, warrants, debt securities, rights, and units. Specific terms, pricing, and proceeds will be set in future prospectus supplements.

The Class A Ordinary Shares trade on Nasdaq as PTLE. On November 5, 2025, the closing price was $0.24, and the company notes recent price volatility. The company reports a public float of approximately $6,297,000 (26,237,500 non‑affiliate shares at $0.24). Under General Instruction I.B.5, primary sales in any 12‑month period are limited to no more than one‑third of public float while it remains below $75 million.

PTL is a BVI holding company; operations are conducted through a wholly owned Hong Kong subsidiary that facilitates marine fuel logistics across Asia Pacific. Counsel advises no PRC permissions are currently required, though PRC/Hong Kong regulatory changes could affect operations or listings. The company received Nasdaq notices for minimum bid price and market value of listed securities deficiencies and has a 180‑day extension through January 14, 2026 to regain compliance; shares are expected to continue trading during this period.

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registration
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PTL Limited has furnished a Form 6-K to provide its unaudited interim financial results for the six months ended June 30, 2025. The filing includes unaudited interim condensed consolidated financial statements covering the six-month periods in 2025, 2024 and 2023 as an exhibit. It also attaches a press release titled “PTL Limited Announces Financial Results for the Six Months Ended June 30, 2025,” which was issued on November 3, 2025. These materials are also incorporated by reference into the company’s existing Form S-8 registration statement.

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PTL Limited reported a change in its independent auditor. The Board of Directors and Audit Committee approved and ratified the appointment of FundCertify CPA Professional Corporation, Inc. as the company’s independent registered public accounting firm, effective October 23, 2025.

The company also filed an exhibit titled “Concurrence Letter from J&S ASSOCIATE PLT addressed to the U.S. Securities and Exchange Commission” as Exhibit 16.1, providing additional correspondence related to the change.

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Ying Ying Chow reports beneficial ownership of 11,250,000 Class B ordinary shares of PTL Limited, representing 30.10% of the companys issued shares and approximately 95.54% of total voting power because each Class B share carries fifty votes. The ownership arises through PTLE Limited, a BVI company now wholly owned by Ms. Chow after share transfers on March 22, 2024 and August 8, 2025 funded from her personal funds.

The filing explains a prior share split and a June 16, 2025 corporate action that re-designated shares into a dual-class structure where PTLE Limiteds shares became non-convertible Class B shares. Ms. Chow is Director and CEO, holds sole voting and dispositive power over the reported shares, states the shares are held for investment, and intends to continue active participation in management.

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FAQ

What is the current stock price of PTL (PTLE)?

The current stock price of PTL (PTLE) is $0.1093 as of January 22, 2026.

What is the market cap of PTL (PTLE)?

The market cap of PTL (PTLE) is approximately 10.5M.
PTL Limited

Nasdaq:PTLE

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PTLE Stock Data

10.48M
241.24M
0.42%
1.45%
Specialty Retail
Consumer Cyclical
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