STOCK TITAN
  1. Home
  2. Sec-filings
  3. UCFI
  4. [8-K] CN Healthy Food Tech Group Corp. Reports Material Event

CN Healthy Food Tech (NASDAQ: UCFI) contests Nasdaq delisting and trading halt

Filing Impact
(Moderate)
Filing Sentiment
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

CN Healthy Food Tech Group Corp. reports that Nasdaq Listing Qualifications Staff has determined to delist its common stock and warrants from The Nasdaq Stock Market. The action is based on Nasdaq’s discretionary authority under Listing Rule 5101 and alleged issues under Listing Rules 5205(e) and 5250(a)(1), following disclosures about the status of a review process with the China Securities Regulatory Commission.

The company plans to timely request a hearing before a Nasdaq hearings panel by July 23, 2026. A timely request would stay any suspension of the securities pending the panel’s decision, but the current trading halt on both the common stock and warrants will remain in place during the appeal. The company cautions there is no assurance it will prevail or that its securities will resume trading or remain listed on Nasdaq, and notes that an adverse unanimous panel decision could result in immediate delisting.

Positive

  • None.

Negative

  • Nasdaq delisting determination and trading halt for CN Healthy Food Tech’s common stock and warrants, with only a stayed suspension during appeal and an explicit risk of immediate delisting if the hearings panel unanimously upholds the staff decision.
Item 3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing Securities
The company received a delisting notice or transferred its listing to a different exchange.
Item 7.01 Regulation FD Disclosure Disclosure
Material non-public information disclosed under Regulation Fair Disclosure, often investor presentations or guidance.
Item 9.01 Financial Statements and Exhibits Exhibits
Financial statements, pro forma financial information, and exhibit attachments filed with this report.
Common stock par value $0.0001 per share Par value of CN Healthy Food Tech Group Corp. common stock listed on Nasdaq
Warrant exercise price $11.50 per share Each whole warrant exercisable for one share of common stock at this price
Nasdaq determination date July 16, 2026 Date Nasdaq Listing Qualifications Staff issued the Determination Letter
Appeal request deadline July 23, 2026 Deadline for the company to request a hearing before a Nasdaq panel
Fiscal year referenced December 31, 2025 Fiscal year-end for the Form 10-K cited in forward-looking statement risk factors
Nasdaq Listing Rule 5101 regulatory
"based on (i) Nasdaq’s discretionary authority under Nasdaq Listing Rule 5101"
IM-5101-1 regulatory
"Nasdaq Listing Rule 5101 and IM-5101-1 (together, “Rule 5101”)"
Nasdaq Listing Rules 5205(e) regulatory
"the Company’s alleged violation of Nasdaq Listing Rules 5205(e) and 5250(a)(1)"
Nasdaq Listing Rule 5250(a)(1) regulatory
"alleged violation of Nasdaq Listing Rules 5205(e) and 5250(a)(1)"
trading halt market
"the trading halt currently in effect would remain in place notwithstanding any appeal"
A trading halt is a temporary pause on buying and selling a particular stock imposed by an exchange or regulator, like pressing the pause button on a game so everyone can catch up. It is used to give the market time to absorb important new information or to prevent chaotic price swings, and matters to investors because it freezes the ability to trade, delays price discovery, and can change risk and strategy until normal trading resumes.
Regulation FD regulatory
"Item 7.01. Regulation FD Disclosure. The Company issued press release"
Regulation FD is a rule that prevents company insiders, like executives, from sharing important information with some people before others get it. It matters because it helps ensure all investors have equal access to key news, making the stock market fairer and reducing chances of insider trading.

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

See more from StockTitan in Google Search and AI answers. Adds StockTitan as a preferred source · opens Google
Add on Google
Understanding 8-K Material Events →

FAQ

What Nasdaq action did CN Healthy Food Tech Group Corp. (UCFI) disclose?
CN Healthy Food Tech disclosed that Nasdaq’s Listing Qualifications Staff has determined to delist its common stock and warrants based on Rule 5101 and Listing Rules 5205(e) and 5250(a)(1), following review of the company’s SEC filings and other information.

Why is Nasdaq seeking to delist UCFI’s securities?
Nasdaq staff based its delisting determination on Nasdaq Listing Rule 5101 and alleged issues under Rules 5205(e) and 5250(a)(1), arising from disclosures about the status of a China Securities Regulatory Commission review described in a September 30, 2025 SEC filing.

Can CN Healthy Food Tech (UCFI) appeal the Nasdaq delisting decision?
Yes. The company plans to request a hearing before a Nasdaq panel by July 23, 2026. A timely request would stay any suspension of its securities during the appeal, though the existing trading halt will remain in effect.

What happens to trading in UCFI shares and warrants during the Nasdaq appeal?
If CN Healthy Food Tech timely requests a hearing, suspension of its securities is stayed, but the company states that the current trading halt will remain in place while the Nasdaq hearings panel considers the matter.

What is the potential outcome if CN Healthy Food Tech (UCFI) loses its Nasdaq appeal?
The company states there is no guarantee it will prevail, and notes that if the Nasdaq hearings panel reaches a unanimous decision against the company, its common stock and warrants could face immediate delisting from Nasdaq.

What securities of CN Healthy Food Tech (UCFI) are affected by Nasdaq’s determination?
Nasdaq’s determination covers both the company’s common stock (par value $0.0001 per share) and its warrants, each whole warrant being exercisable for one share of common stock at an exercise price of $11.50 per share.
false 0001901203 0001901203 2026-07-16 2026-07-16 0001901203 IROHU:CommonStockParValue0.0001PerShareMember 2026-07-16 2026-07-16 0001901203 IROHU:WarrantsEachWholeWarrantExercisableForOneShareOfCommonStockAtExercisePriceOf11.50PerShareMember 2026-07-16 2026-07-16 iso4217:USD xbrli:shares iso4217:USD xbrli:shares

 

 

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) July 16, 2026

 

CN Healthy Food Tech Group Corp.

(Exact name of registrant as specified in its charter)

 

Delaware   001-41898   85-4105289
(State or other jurisdiction
of incorporation)		   (Commission File Number)   (IRS Employer
Identification No.)

 

Rooms 1901-1930, T3 Office Building, Hengqin Huafa Commercial City

No.128 Rong’ao Road, Hengqin Guangdong-Macao In-depth Cooperation Zone

Zhuhai City, Guangdong Province, China 519000

(Address, including zip code, of principal executive offices)

 

+(86) 0756-8300080

Registrant’s telephone number, including area code

 

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:

 

☐ 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 $0.0001 per share   UCFI   The Nasdaq Stock Market
Warrants, each whole warrant exercisable for one share of Common stock at an exercise price of $11.50 per share   UCFIW   The Nasdaq Stock Market

 

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 July 16, 2026, CN Healthy Food Tech Group Corp. (the “Company”) received a letter (the “Determination Letter”) from the Listing Qualifications Staff (the “Staff”) of The Nasdaq Stock Market LLC (the “Nasdaq”) stating that, based on its review of the Company’s public filings with the SEC and other available information, the Staff has determined to delist the Company’s common stock, par value $0.0001 per share (the “Common Stock”), and warrants, each warrant exercisable for one share of Common Stock at an exercise price of $11.50 per share (the “Warrant,” together with the Common Stock, the “Listed Securities”). The Staff’s determination is based on (i) Nasdaq’s discretionary authority under Nasdaq Listing Rule 5101 and IM-5101-1 (together, “Rule 5101”), and (ii) the Company’s alleged violation of Nasdaq Listing Rules 5205(e) and 5250(a)(1).

 

The Company intends to timely request an appeal of the Staff’s determination by the deadline of July 23, 2026. A timely hearing request would stay any suspension of the Listed Securities pending the Panel’s decision, although the trading halt currently in effect would remain in place notwithstanding any appeal. There can be no assurance that the Company will be successful in any such appeal, or that its Listed Securities will resume trading or continue to be listed on Nasdaq. If the Panel reached a unanimous decision against the Company, the Company may face immediate delisting of its Listed Securities from Nasdaq.

 

Forward-Looking Statements

 

Certain statements made in this Current Report on Form 8-K are “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, Section 21E of the Securities Exchange Act of 1934, as amended, and the “safe harbor” provisions under the Private Securities Litigation Reform Act of 1995. All statements other than statements of historical fact included in this Current Report on Form 8-K are forward-looking statements. When used in this Current Report on Form 8-K, words such as “anticipate,” “believe,” “continue,” “could,” “estimate,” “expect,” “intend,” “may,” “might,” “plan,” “possible,” “potential,” “predict,” “project,” “should,” “would” and variations of these words or similar expressions (or the negative versions of such words or expressions), as they relate to the Company or its management team, are intended to identify forward-looking statements. Many factors could cause actual future events to differ materially from the forward-looking statements in this Current Report on Form 8-K, including the Company’s ability to successfully appeal the Staff’s delisting determination and the risks associated with delisting of the Company’s securities from Nasdaq. Such forward-looking statements are based on the beliefs of management, as well as assumptions made by, and information currently available to, the Company’s management. Forward-looking statements are not guarantees of future performance, conditions or results, and involve a number of known and unknown risks, uncertainties, assumptions and other important factors, many of which are beyond the control of the Company, including those set forth in the “Risk Factors” section of the Company’s most recent Annual Report on Form 10-K, and other reports and registration statements of the Company filed, or to be filed, with the SEC, that could cause actual results or outcomes to differ materially from those discussed in the forward-looking statements. All subsequent written or oral forward-looking statements attributable to the Company or persons acting on its behalf are qualified in their entirety by this paragraph. The Company undertakes no obligation to update or revise any forward-looking statements for revisions or changes after the date of this Current Report on Form 8-K, except as required by law.

 

Item 7.01. Regulation FD Disclosure.

 

The Company issued press release announcing its receipt of the Determination Letter on July 21, 2026. A copy of such press release is furnished as Exhibits 99.1 to this Current Report on Form 8-K and incorporated herein by reference.

 

None of the information furnished in Item 7.01 or the accompanying Exhibit 99.1 will 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 liability of such section, nor will such information be deemed incorporated by reference into any filing under the Securities Act or the Exchange Act, regardless of the general incorporation language of such filing, except as shall be expressly set forth by specific reference in such filing.

 

Item 9.01. Financial Statements and Exhibits.

 

(d) Exhibits.

 

Number   Description
99.1   Press Release dated July 21, 2026
104   Cover Page Interactive Data File (embedded within the inline XBRL document)

 

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 hereunto duly authorized.

 

  CN HEALTHY FOOD TECH GROUP CORP.
     
Date: July 21, 2026 By: /s/ Zhenjun Jiang
  Name: Zhenjun Jiang
  Title: Chief Executive Officer and Chairman of the Board

 

2

 

 

Exhibit 99.1

 

CN Healthy Food Tech Group Corp. Announces Receipt of Nasdaq Determination Letter

 

ZHUHAI, CHINA, July 21, 2026 (GLOBE NEWSWIRE) -- CN Healthy Food Tech Group Corp. (Nasdaq: UCFI, UCFIW) (“CN Healthy Food Tech Group Corp.” or the “Company”) announced that the Company received a letter (the “Determination Letter”) on July 16, 2026 from the The Nasdaq Stock Market LLC (“Nasdaq”).

 

As set forth in the Determination Letter, the listing qualifications staff of the Nasdaq (the “Staff”) has determined to delist the Company’s securities based on (i) Nasdaq’s discretionary authority under Nasdaq Listing Rule 5101 and IM-5101-1 (together, “Rule 5101”), and (ii) a violation of Nasdaq Listing Rules 5205(e) and 5250(a)(1). The Staff’s determination arises from disclosures in the Company’s Current Report on Form 8-K filed with the U.S. Securities and Exchange Commission (“SEC”) on September 30, 2025 regarding the status of the review process with the China Securities Regulatory Commission (the “CSRC”).

 

The Company plans to timely request a hearing before a Nasdaq hearings panel prior to the July 23, 2026 deadline set forth in the Determination Letter. A timely hearing request will stay the suspension of the Company’s securities pending the Hearings Panel’s decision, although the trading halt currently in effect on the Company’s securities will remain in place notwithstanding any appeal. There is no guarantee that the Company will prevail in any appeal, or that its securities will resume trading or continue to be listed on the Nasdaq.

 

Cautionary Statement Regarding Forward-Looking Statements

 

This press release includes statements that constitute “forward-looking statements” within the meaning of the federal securities laws, including Section 27A of the Securities Act of 1933, as amended (the “Securities Act”), and Section 21E of the Securities Exchange Act of 1934, as amended (the “Exchange Act”). All statements, other than statements of present or historical fact included in this press release, regarding the Company’s strategy, prospects, plans, objectives and anticipated outcomes, or the appeal of, response to, or outcome of the Letter, are forward-looking statements. When used in this press release, the words “could,” “should,” “will,” “may,” “believe,” “anticipate,” “intend,” “estimate,” “expect,” “seek,” “project,” the negative of such terms and other similar expressions are intended to identify forward-looking statements, although not all forward-looking statements contain such identifying words. These forward-looking statements are based on management’s current expectations and assumptions about future events and are based on currently available information as to the outcome and timing of future events. In addition, the Company cautions you that the forward-looking statements contained in this press release are subject to unknown risks, uncertainties and other factors, including those risks and uncertainties discussed in the Annual Report on Form 10-K for the fiscal year ended December 31, 2025, filed by CN Healthy Food Tech Group Corp. with the SEC under the heading “Risk Factors” and the other documents filed, or to be filed, by the Company with the SEC. Additional information concerning these and other factors that may impact the Company’s operations and projections discussed herein can be found in the reports that the Company has filed and will file from time to time with the SEC. Forward-looking statements speak only as of the date made by the Company. The Company undertakes no obligation to update publicly any of its forward-looking statements to reflect actual results, new information or future events, changes in assumptions or changes in other factors affecting forward-looking statements, except to the extent required by applicable law.

 

For more corporate information please visit: https://foodinvestment.cn/en/index.html

 

For further CN Healthy Food Tech Group Corp, please contact:

 

Corporate Communications

Email: ucfi.pr@foodinvestment.cn

Business Tel: +(86) 0756-8300080

 

 

Source: View Original Filing on SEC EDGAR

Filing Exhibits & Attachments

5 documents

Press Releases

Other Documents