TechCreate (TCGL) fights NYSE American delisting with formal appeal and new counsel
Rhea-AI Filing Summary
TechCreate Group Ltd. has filed an appeal against NYSE American’s move to begin delisting its Class A ordinary shares. The exchange’s staff based their decision on an SEC one-day trading suspension that cited potential manipulation of trading in the company’s shares.
TechCreate states that neither the SEC nor NYSE American has identified any findings attributing responsibility for the alleged manipulation to the company. TechCreate has engaged Dickinson Wright PLLC as legal counsel and plans to argue that it has a strong board, its securities remain suitable for trading, and its continued listing aligns with the exchange’s reputational interests.
Positive
- None.
Negative
- NYSE American staff have initiated delisting proceedings against TechCreate’s Class A ordinary shares, creating a material risk that the stock may lose its U.S. exchange listing if the company’s appeal is not successful.
Insights
TechCreate faces NYSE American delisting risk but is formally appealing.
TechCreate Group Ltd. reports that NYSE American staff have started delisting proceedings for its Class A ordinary shares, referencing an SEC one-day trading suspension that cited potential manipulation of trading in the shares. The company has responded by appealing to the exchange’s Listing Qualifications Panel.
TechCreate emphasizes that neither the SEC nor the exchange has made findings attributing responsibility for the alleged manipulation to the company and says it has cooperated with regulators. It has retained Dickinson Wright PLLC, whose lead counsel frames the case as raising due process and fair procedure concerns under the securities laws.
For investors, the key issue is continued access to a U.S. exchange listing versus a potential move to over-the-counter trading if the appeal is unsuccessful. The company intends to argue that its governance, business profile and trading characteristics support ongoing NYSE American listing; the appeal outcome will be decided through the panel process described in the disclosure.
Key Figures
Key Terms
delisting proceedings regulatory
trading suspension regulatory
Listing Qualifications Panel regulatory
forward-looking statements regulatory
foreign private issuer regulatory
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 June 2026
Commission File Number: 001-42865
TechCreate Group Ltd.
336 Smith Street, #06-303, New Bridge Centre
Singapore 050336
+65 6936 6354
(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 ☐
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): ☐
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): ☐
Indicate by check mark whether the registrant by furnishing the information contained in this Form is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934:
Yes ☐ No ☒
If “Yes” is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b):
TechCreate Group Ltd. (the “Company”) is hereby furnishing this report on Form 6-K (the “Report”) to provide a press release dated June 23, 2026 announcing the Company’s appeal of NYSE American’s commencement of delisting proceedings against the Company and the engagement of Dickinson Wright PLLC as its legal counsel, which is included as Exhibit 99.1 to this Report.
The information furnished in this Report on Form 6-K shall not be deemed “filed” for purposes of Section 18 of the Exchange Act, nor shall it be deemed incorporated by reference into any filing under the Securities Act or the Exchange Act, except as expressly set forth by specific reference in such filing.
| 2 |
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.
| TechCreate Group Ltd | ||
| Date: June 23, 2026 | By: | /s/ Lim Heng Hai |
| Name: | Lim Heng Hai | |
| Title: | Chairman of the Board and | |
| Chief Executive Officer |
| 3 |
EXHIBIT INDEX
| Exhibit No. | Description | |
| 99.1 | Press Release – TechCreate Group Ltd. Announces Appeal of NYSE Delisting Proceedings and Engages Dickinson Wright PLLC as Legal Counsel |
| 4 |
Exhibit 99.1
TechCreate Group Ltd. Announces Appeal of NYSE Delisting Proceedings and Engages Dickinson Wright PLLC as Legal Counsel
SINGAPORE, June 23, 2026 – TechCreate Group Ltd. (NYSE American: TCGL) (“TechCreate” or the “Company”), a technology consultancy and advanced software solutions provider specializing in payment solutions, cybersecurity, and digital services, announced it has filed an appeal to the NYSE American LLC (“NYSE American”) Listing Qualifications Panel in response to a recent NYSE American Staff (“Staff”) determination to commence delisting proceedings with respect to the Company’s Class A Ordinary Shares (“Ordinary Shares”). The Company has retained Dickinson Wright PLLC (“Dickinson Wright”) as legal counsel for the appeal.
On June 12, 2026, the Company received notice from the NYSE American that its Staff had determined to commence delisting proceedings with respect to the Company’s Ordinary Shares. The Exchange cited the SEC’s one-day trading suspension on February 2, 2026, the alleged basis of which was potential manipulation of the Company’s Ordinary Shares as the reason for concluding that TechCreate’s securities were “not suitable” for continued listing. However, neither the SEC nor NYSE American identified any findings attributing responsibility for the alleged manipulation to the Company. TechCreate has acknowledged publicly that there was no involvement by the Company or corporate insiders in the alleged manipulative activity; neither the Company nor corporate insiders have any knowledge regarding the persons who or entities that traded, and the Company has cooperated with all regulators who have inquired about the trading.
Lead counsel for Dickinson Wright, Jacob Frenkel, stated: “Exchange delistings based entirely on a SEC trading suspension without notice or opportunity to be heard on the merits in advance of any Exchange trading halt or delisting presents serious constitutional due process and Exchange Act fair disciplinary procedure issues. I applaud TechCreate’s Board and management for undertaking this fight to protect the company’s shareholders and business. The SEC’s trading suspension, which is an administrative not an enforcement action, makes no suggestion that TechCreate engaged in any wrongdoing.”
The Company believes there is no basis for attributing any deficiency or wrongdoing to the Company as a basis for initiating delisting proceedings. TechCreate notified NYSE American of the appointment of Dickinson Wright as its legal representative on June 17, 2026, and filed notice of its appeal on Monday, June 22, 2026. TechCreate intends to include in its arguments to the Listing Qualifications Panel that the Company has a strong and experienced Board of Directors, the Company’s securities are appropriate for continued trading, and the Company’s continued trading on the Exchange aligns with the Exchange’s reputational interests.
About TechCreate Group Ltd.
TechCreate Group Ltd. is a Singapore-based payment software solutions provider. Founded in 2015, the Company delivers digital payment and infrastructure solutions to financial institutions, telecommunications companies, deposit insurers, and enterprises. TechCreate’s offerings include real-time payment systems, digital banking platforms, API management, cybersecurity, and cloud computing. Its proprietary Artificial Intelligence Real-Time Engine (AI-RTE) is designed to enable fast, secure, and efficient payment processing. For more information, visit https://www.techcreate.com.sg/.
Forward-Looking Statements
Statements in this press release about future expectations, plans, and prospects, as well as any other statements regarding matters that are not historical facts, may constitute “forward-looking statements” within the meaning of The Private Securities Litigation Reform Act of 1995. These statements include, but are not limited to, statements relating to the expected trading commencement and closing dates. The words “anticipate,” “believe,” “continue,” “could,” “estimate,” “expect,” “intend,” “may,” “plan,” “potential,” “predict,” “project,” “should,” “target,” “will,” “would” and similar expressions are intended to identify forward-looking statements. However, not all forward-looking statements contain these identifying words. Actual results may differ materially from those indicated by such forward-looking statements as a result of various important factors, including other factors discussed in the “Risk Factors” section of the Company’s filings with the SEC. Any forward-looking statements contained in this press release speak only as of the date hereof, and TechCreate Group Ltd. specifically disclaims any obligation to update any forward-looking statement, whether as a result of new information, future events, or otherwise, except as required by law.
Investor Relations
John Yi and Steven Shinmachi
Gateway Group, Inc.
949-574-3860
TCGL@gateway-grp.com