Welcome to our dedicated page for VS MEDIA Holdings SEC filings (Ticker: VSME), 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.
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VS MEDIA Holdings Limited reports that its Annual General Meeting of Shareholders, originally set for December 30, 2025, has been adjourned due to a lack of quorum under its Amended and Restated Memorandum and Articles of Association. The meeting is now scheduled for 10:30 p.m. local time on December 31, 2025 at the company’s Hong Kong offices, with the record date remaining December 15, 2025.
The board of directors unanimously recommends that shareholders vote FOR the proposals described in the proxy statement. Shareholders who already submitted proxy forms do not need to take further action unless they wish to change or revoke their prior instructions. At the adjourned meeting, a quorum will be reached if those present in person or by proxy within one hour from the appointed time hold at least one third of the votes of the shares entitled to vote on the business to be considered.
VS MEDIA Holdings Limited received a notice from Nasdaq that the closing bid price of its Class A ordinary shares stayed below
If VS MEDIA does not regain compliance by that date, it may qualify for an additional 180-day grace period if it meets other Nasdaq Capital Market listing standards and notifies Nasdaq of its plan to cure the deficiency, which may include a reverse stock split. The Nasdaq letter does not immediately affect the listing status, and the shares continue to trade under the symbol “VSME.”
VS Media Holdings Limited has filed a Form S-8 to register an additional 5,450,000 Class A ordinary shares for issuance under its Amended and Restated 2023 Equity Incentive Plan. The board previously increased the plan’s maximum aggregate share limit from 4,400,000 Class A ordinary shares to 9,850,000 Class A ordinary shares to support future equity awards. The filing also restates the company’s indemnification framework for directors and officers under British Virgin Islands law, including insurance coverage and separate indemnification agreements, and incorporates by reference its recent annual report and multiple Form 6-K filings.
VS MEDIA Holdings Limited reported that its board approved an Amended and Restated 2023 Equity Incentive Plan. The maximum aggregate number of Class A ordinary shares that may be issued under this plan was increased from 4,400,000 Class A ordinary shares to 9,850,000 Class A ordinary shares, an increase of 5,450,000 Class A ordinary shares, effective on December 11, 2025. All other provisions of the 2023 plan remain unchanged. The company also stated that, as a foreign private issuer, it has elected to rely on the British Virgin Islands home country rule exemption under Nasdaq Rules 5615(a)(3) and be exempt from Nasdaq Rules 5635, which generally require shareholder approval for certain issuances of securities.
VS Media Holdings (VSME) reported unaudited results for the six months ended June 30, 2025. Revenue was $3,259,037, down 19% year over year, as Optimization-Based Marketing Services fell 41.15% and social platform revenues declined 28.87%. Social Commerce recorded no revenue. Campaign-Based Marketing Services rose slightly to $2,187,128.
Gross profit increased to $884,220 with gross margin improving to 27.13% from 15.22%, mainly due to the absence of prior Social Commerce losses. Operating expenses rose to $5,099,095 (marketing up sharply from amortized consultancy; higher G&A tied to directors’ remuneration, payroll and investor relations), resulting in an operating loss of $4,214,875 and net loss of $4,444,519 (up 33%).
Liquidity strengthened: total assets were $13,247,186 and the current ratio improved to 1.69 from 0.84. Working capital turned positive at $3,722,952. Cash rose to $7,401,775, driven by $9,176,098 in public offering proceeds. The company issued 1,500,000 Class A shares at $1.25 for a 21% stake in S T Meng, recording a $131,484 equity-method loss. Subsequent items include a $1.23M deposit loan at 3% and a $3.8M, 12% one-year convertible note with a 70% of fair value conversion price.
VS Media Holdings Limited (Nasdaq: VSME) filed a Form 6-K dated 3 July 2025 stating that it has regained compliance with Nasdaq’s continued listing standards. The company released a press release (Exhibit 99.1) announcing the milestone, and the document is incorporated by reference into its existing Form S-8 registration statement. No financial metrics, operational updates, or additional transactions were disclosed.
The restored compliance removes the immediate risk of delisting, potentially broadening the shareholder base and improving liquidity. However, the filing does not detail which specific deficiencies were cured, the measures taken, or whether any ongoing monitoring conditions remain, leaving investors without insight into the underlying operational or financial improvements that enabled compliance.
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