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 August 2025
Commission
File Number: 001-42442
YOUXIN
TECHNOLOGY LTD
Room
1005, 1006, 1007, No. 122 Huangpu Avenue West,
Tianhe
District, Guangzhou, Guangdong Province
People’s
Republic of China
Tel:
+86 13631357745
(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 ☐
Explanatory
Note:
On
August 13, 2025, Youxin Technology Ltd (the “Company”) received two deficiency letters (the “Notice(s)”) from
the Listing Qualifications Department of The Nasdaq Stock Market LLC (“Nasdaq”) notifying the Company that the minimum closing
bid price per share for the Company’s Class A ordinary shares was below $1.00 for a period of 30 consecutive business days preceding
the date of the Notice, and that the Company did not meet the minimum bid price requirement set forth in Nasdaq Listing Rule 5550(a)(2).
Pursuant
to Nasdaq Listing Rule 5810(c)(3)(A), the Company has a compliance period of 180 calendar days, or until February 9, 2026 (the “Bid
Price Compliance Period”), to regain compliance with Nasdaq’s minimum bid price requirement. If at any time during the Bid
Price Compliance Period, the closing bid price per share of the Company’s Class A ordinary shares is at least $1.00 for a minimum
of ten (10) consecutive business days, Nasdaq will provide the Company a written confirmation of compliance and the matter will be closed.
In
the event the Company does not regain compliance by February 9, 2026, the Company may be eligible for an additional 180 calendar day
grace period. To qualify, the Company will be required to meet the continued listing requirement for market value of publicly held shares
and all other initial listing standards for Nasdaq, with the exception of the bid price requirement, and will need to provide written
notice of its intention to cure the deficiency during the second compliance period, including by effecting a reverse stock split, if
necessary. If the Company chooses to implement a reverse stock split, it must complete the split no later than ten (10) business days
prior to the expiration of the second compliance period.
The
second Notice from Nasdaq notified the Company that it was not in compliance with Nasdaq Listing Rule 5550(b)(2), which requires the
Company to maintain a minimum Market Value of Listed Securities of $35 million (“MVLS”) for continued listing on The Nasdaq
Capital Market (the “MVLS Requirement”).
Pursuant
to Nasdaq Listing Rule 5810(c)(3)(C), the Company has a compliance period of 180 calendar days, or until February 9, 2026 (the “MVLS
Compliance Period”), to regain compliance with Nasdaq’s MVLS Requirement. If at any time during the Compliance Period, the
Company’s MVLS is at least $35 million for a minimum of ten (10) consecutive business days, Nasdaq will provide the Company a written
confirmation of compliance and the matter will be closed. If the Company fails to regain compliance within the MVLS Compliance Period,
the Company would have the right to a hearing before an independent panel. The hearing request would stay any suspension or delisting
action pending the conclusion of the hearing process.
The
Company intends to take all reasonable measures available to regain compliance under the Nasdaq Listing Rules and to remain listed on
Nasdaq. However, there can be no assurances that Nasdaq would grant the Company’s request for an extension or that the Company
would ultimately be able to regain compliance with all applicable requirements for continued listing on the Nasdaq Capital Market.
This
report of foreign private issuer is filed pursuant to Nasdaq Listing Rule 5810(b). Neither the Notices nor the Company’s noncompliance
have an immediate effect on the listing or trading of the Company’s Class A ordinary shares, which will continue to trade uninterrupted
on The Nasdaq Capital Market under the symbol “YAAS.”
| Exhibit
Number |
|
Description
of Exhibit |
| 99.1 |
|
Press Release dated August 15, 2025, entitled “Youxin Receives Nasdaq Notifications Regarding Minimum Bid and Market Value of Listed Securities Requirements.” |
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.
| |
Youxin
Technology Ltd |
| |
|
|
| Date:
On August 15, 2025 |
By: |
/s/
Shaozhang Lin |
| |
Name:
|
Mr.
Shaozhang Lin |
| |
Title: |
Chief
Executive Officer |
