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TechCreate faces NYSE American delisting review

TechCreate faces NYSE American delisting proceedings tied to a prior SEC trading suspension but reports continued operations and trading on the OTC market.

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
6-K

Rhea-AI Filing Summary

TechCreate Group Ltd. (TCGLF) reports that its Class A ordinary shares are subject to NYSE American delisting proceedings that began after a one-day SEC trading suspension in February 2026 related to alleged manipulative trading in its shares. A NYSE American Listing Qualifications Panel affirmed the decision to commence delisting, and TechCreate has requested review by the NYSE American Committee for Review. The company states that neither NYSE American nor any regulator has found that it engaged in wrongdoing or charged the company or its insiders in connection with the trading. While the outcome is uncertain and rests with the exchange, TechCreate notes that its business operations and financial position have not been affected, and its shares are currently quoted on the OTC market under the symbol TCGLF.

Positive

  • The company states that its business operations, customer commitments and financial position have not been affected by the NYSE American delisting proceedings.
  • TechCreate’s shares remain quoted and available for trading on the OTC market under the symbol TCGLF, providing continued secondary market access for investors.

Negative

  • TechCreate is undergoing NYSE American delisting proceedings initiated after an SEC trading suspension, and a Listing Qualifications Panel has affirmed commencement of delisting.
  • The company acknowledges that the decision to delist is within NYSE American’s discretion and that there can be no assurance the Committee will reverse the Panel’s decision, creating ongoing listing risk.
SEC trading suspension duration 1 day Temporary trading suspension in TechCreate’s securities issued on February 2, 2026
SEC suspension date February 2, 2026 Date the SEC issued a temporary trading suspension in the company’s securities
NYSE American delisting notice date June 11, 2026 Date NYSE American issued notice to commence proceedings to delist the Class A ordinary shares
Panel decision date August 20, 2026 Date the NYSE American Listing Qualifications Panel affirmed the staff determination to commence delisting
Committee review request date September 3, 2026 Date TechCreate submitted its request that the NYSE American Committee for Review examine the Panel’s decision
Current trading venue OTC market, symbol TCGLF Company states its shares are quoted and available for trading on the over-the-counter market
delisting proceedings regulatory
"addressing the NYSE American LLC delisting proceedings"
Delisting proceedings are the formal steps taken to remove a company’s shares from a stock exchange, either because the company chose to leave or failed to meet rules like minimum share price, reporting or solvency requirements. For investors this matters because removal usually cuts trading access and liquidity, can sharply lower the share price, and makes it harder to buy, sell or get transparent information — similar to a product being pulled off supermarket shelves.
one-day temporary trading suspension regulatory
"The SEC issued a one-day temporary trading suspension"
over-the-counter market market
"shares are now quoted and available for trading on the over-the-counter"
A market where securities are bought and sold directly between dealers and brokers instead of on a centralized stock exchange. Think of it like a neighborhood bazaar compared with a big supermarket: prices and rules can vary, oversight is lighter, and some instruments are harder to trade or riskier. Investors care because OTC listings can offer access to small or specialized investments but often come with higher price volatility, lower liquidity, and greater information risk.
Listing Qualifications Panel regulatory
"NYSE American Listing Qualifications Panel affirmed the staff determination"
A listing qualifications panel is a review committee at a stock exchange that checks whether a listed company meets the exchange’s ongoing rules for things like financial health, disclosures, and corporate governance. It matters to investors because the panel can require corrective actions, impose trading restrictions, or remove a company from the market—similar to a quality-control board whose decisions affect a stock’s legal standing, liquidity and value.
forward-looking statements regulatory
"This release contains forward-looking statements within the meaning"
Forward-looking statements are predictions or plans that companies share about what they expect to happen in the future, like estimating sales or profits. They matter because they help investors understand a company's outlook, but since they are based on guesses and assumptions, they can sometimes be wrong.

FAQ

What NYSE American delisting issue does TechCreate Group Ltd. (TCGLF) report?
TechCreate reports that NYSE American has commenced delisting proceedings for its Class A ordinary shares following a prior SEC trading suspension. A NYSE American Listing Qualifications Panel affirmed the staff determination to commence delisting, and the matter is now being sought for review by the exchange’s Committee.

How is TechCreate (TCGLF) responding to the NYSE American delisting proceedings?
TechCreate has appealed the delisting determination, first to a NYSE American Listing Qualifications Panel and then requested review by the NYSE American Committee for Review. The company plans to work with its legal counsel through the Committee’s review process and seeks to relist its securities on NYSE American.

Where are TechCreate (TCGLF) shares currently trading?
TechCreate states that, while delisting proceedings are pending, its shares are quoted and available for trading on the over-the-counter market under the symbol TCGLF. This provides an alternative secondary market venue while the NYSE American listing status is unresolved.

Has any regulator found wrongdoing by TechCreate (TCGLF) in connection with the trading activity?
TechCreate states that neither the NYSE American Panel nor NYSE American has found wrongdoing by the company, and that, to date, no regulator has charged the company or its directors, officers, or employees in connection with the trading activity that led to the SEC suspension.

Did the SEC suspension and NYSE American actions affect TechCreate’s business or financial position?
TechCreate states that its systems remain operational, customer commitments continue to be met, and its financial position has not been affected by the delisting proceedings. The company emphasizes that its core business operations are continuing despite the listing uncertainty.

What is the timeline of key events in TechCreate (TCGLF) delisting proceedings?
TechCreate details that the SEC issued a one-day trading suspension on February 2, 2026; NYSE American issued a delisting notice on June 11, 2026; the Panel affirmed commencement of delisting on August 20, 2026; and the company requested Committee review on September 3, 2026.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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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

 

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 September 8, 2026 setting out a letter to shareholders from the Company’s Chief Executive Officer regarding the NYSE American delisting proceedings, the decision of the NYSE American Listing Qualifications Panel dated August 20, 2026 and the Company’s request that the NYSE American Committee for Review review that decision, 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: September 8, 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 Issues Letter to Shareholders Explaining NYSE American Delisting Proceedings

 

4

 

 

Exhibit 99.1

 

TechCreate Issues Letter to Shareholders Explaining NYSE American Delisting Proceedings

 

SINGAPORE, September 8, 2026, TechCreate Group Ltd. (OTCMKTS: TCGLF) (“TechCreate” or the “Company”), a technology consultancy and advanced software solutions provider specializing in payment solutions, cybersecurity, and digital services, today issued the following letter from Chief Executive Officer Heng Hai Lim to shareholders addressing the NYSE American LLC (“NYSE American”) delisting proceedings.

 

Letter to Shareholders

 

Dear Fellow Shareholders,

 

First, I would like to thank each and every one of you for your continued support and patience as we navigate these challenging circumstances. Following the recent decision of the NYSE American Listing Qualifications Panel (the “Panel”), I’m writing to offer some clarity on what happened and explain how we reached this point, the actions we have taken in response, and the steps we plan to take next.

 

The initial trading halt and the delisting determination that followed were unexpected and unforeseen developments. The trading activity that led to the SEC’s suspension has not been attributed to the Company. Nevertheless, shareholders, other stakeholders, and the Company itself, who had no connection to that activity, have been affected.

 

I want to make one point clear: neither the Panel nor NYSE American has found that the Company engaged in any wrongdoing, and, to date, no regulator has charged the Company or any of its directors, officers or employees in connection with the trading activity .

 

We are pursuing all available avenues to appeal the delisting. We formally submitted our request to the NYSE American Committee for Review (the “Committee”) to examine the Panel’s decision, and we intend to work closely with our legal counsel in preparation for the Committee’s full review. Our ultimate goal is to relist our securities on NYSE American. At the same time, we want to be candid: the decision to delist rests with the Exchange under its own rules and is within its discretion. While we have done everything we can to resolve the issue, there can be no assurance that the Committee will reverse the Panel’s decision.

 

Regardless of the outcome, our business continues, and our shares are now quoted and available for trading on the over-the-counter (“OTC”) market under the symbol “TCGLF” for the time being. Our systems remain operational, our customer commitments continue to be met, and our financial position has not been affected by these proceedings. We will report the outcome of the review accordingly, but in the meantime, we remain focused on serving our clients and operating the business.

 

Thank you again for your continued support. We remain committed to communicating transparently with you and to acting in the best interests of the Company and all our shareholders.

 

Sincerely,

 

Heng Hai Lim

Chief Executive Officer

TechCreate Group Ltd.

 

 

 

 

Background and Timeline of the Proceedings

 

The delisting proceedings arise from a one-day trading suspension imposed by the U.S. Securities and Exchange Commission (the “SEC”) in February 2026 in connection with alleged manipulative trading in the Company’s shares. As previously disclosed, neither the SEC nor NYSE American has identified any finding attributing responsibility for the alleged manipulative trading activity to the Company or its directors, officers or employees. Neither the Panel nor NYSE American has found that the Company engaged in any wrongdoing. To date, no regulator has charged the Company or any of its insiders in connection with the trading. The Company did not trade in its own shares or arrange for any other party to do so, and it has cooperated with every regulator that has inquired about the trading.

 

The procedural history to date is summarized below:

 

  ● February 2, 2026: The SEC issued a one-day temporary trading suspension in the Company’s securities, the stated basis of which was potential manipulation of the shares. NYSE Regulation halted trading in the Company’s Class A ordinary shares the same day.
  ● June 11, 2026: NYSE American issued a notice, received by the Company on June 12, 2026, that the staff of NYSE Regulation had determined to commence proceedings to delist the Class A ordinary shares under Sections 1001, 1002(e) and 1003 of the NYSE American Company Guide, citing the SEC trading suspension.
  ● June 17, 2026: The Company notified NYSE American of the appointment of Dickinson Wright PLLC as its legal representative in the proceedings.
  ● June 22, 2026: The Company filed notice of its appeal to the Panel.
  ● August 20, 2026: By written decision, the Panel affirmed the staff determination to commence delisting proceedings.
  ● September 3, 2026: The Company formally submitted its request that the Committee review the Panel’s decision.

 

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

 

This release contains forward-looking statements within the meaning of The Private Securities Litigation Reform Act of 1995, including statements regarding the requested Committee review and its possible outcomes. Words such as “anticipate,” “believe,” “expect,” “intend,” “may,” “plan,” “will” and similar expressions identify forward-looking statements, although not all forward-looking statements contain these words. Actual results may differ materially as a result of important factors, including the outcome of the delisting proceedings and other factors discussed in the “Risk Factors” section of the Company’s filings with the SEC. Any forward-looking statements speak only as of the date hereof, and the Company disclaims any obligation to update them except as required by law.

 

Investor Relations

 

John Yi and Steven Shinmachi

Gateway Group, Inc.

949-574-3860

TCGL@gateway-grp.com

 

 

 

Source: View Original Filing on SEC EDGAR

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