SU Group Holdings (NASDAQ: SUGP) appeals Nasdaq delisting notice over public float

Rhea-AI Filing Summary

SU Group Holdings Limited filed a report stating it issued a press release on September 19, 2025 about receiving a notice of delisting from Nasdaq. The notice cites a deficiency in the company’s minimum publicly held share requirement, meaning the amount of shares held by the public no longer meets Nasdaq’s listing standards. The company has appealed the determination, which begins a review process that could affect whether its shares remain listed on Nasdaq.

Positive

• None.

Negative

• Nasdaq delisting notice due to failure to meet the minimum publicly held share requirement, creating clear risk to the company’s continued Nasdaq listing.

Insights

Equity & Listing Standards Analyst

Nasdaq delisting notice over public float is a clear listing risk.

SU Group Holdings Limited disclosed that it received a Nasdaq delisting notice due to a deficiency in the minimum publicly held share requirement. This points to an issue with the company’s public float, a core listing standard that focuses on how many shares are held by public investors rather than insiders or affiliates.

The company has appealed the determination, which means the delisting is not immediate and will undergo a review process under Nasdaq procedures. Outcomes can range from regaining compliance to eventual delisting, depending on how and whether the company addresses the public float deficiency.

Until the appeal is resolved, listing status remains uncertain and depends on the formal review of the deficiency and any remediation steps described in future disclosures dated after September 19, 2025.

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 2025

Commission File Number: 001-41927

SU Group Holdings Limited

(Exact name of registrant as specified in its charter)

7^th Floor, The Rays
No. 71 Hung To Road, Kwun Tong
Kowloon, Hong Kong
(Address of principal executive offices)

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 ☐

EXHIBIT INDEX

Exhibit		Description of Exhibit
99.1		Press Release dated September 19, 2025 – SU Group Holdings Receives Notice of Delisting from Nasdaq Due to Minimum Publicly Held Share Deficiency; Company Appeals Determination

1

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, thereunto duly authorized.

	SU GROUP HOLDINGS LIMITED
	(Registrant)
Date: September 19, 2025	By	/s/ Chan Ming Dave
		Chan Ming Dave
		Chief Executive Officer

2

FAQ

What did SU Group Holdings Limited (SUGP) disclose in this 6-K filing?

SU Group Holdings Limited reported that it issued a press release on September 19, 2025 announcing it had received a Nasdaq delisting notice due to a deficiency in the minimum publicly held share requirement and that it has appealed the determination.

Why did Nasdaq issue a delisting notice to SU Group Holdings Limited (SUGP)?

The delisting notice was issued because the company was cited for a deficiency in Nasdaq’s minimum publicly held share requirement, indicating that its publicly held shares no longer satisfy that listing standard.

Has SU Group Holdings Limited (SUGP) accepted the Nasdaq delisting determination?

No. According to the disclosed press release description, SU Group Holdings Limited has appealed the determination, triggering a review process of the Nasdaq delisting notice.

What is the main risk signaled by this SU Group Holdings Limited (SUGP) disclosure?

The main risk is potential removal of the company’s shares from Nasdaq if the appeal and any remedial actions do not resolve the minimum publicly held share deficiency.

Where can investors find more detail about the SU Group Holdings Limited (SUGP) delisting notice?

More detail is contained in Exhibit 99.1 to this report, titled “Press Release dated September 19, 2025 – SU Group Holdings Receives Notice of Delisting from Nasdaq Due to Minimum Publicly Held Share Deficiency; Company Appeals Determination.”