Welcome to our dedicated page for JBDI Holdings SEC filings (Ticker: JBDI), 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.
JBDI Holdings Limited filings document a foreign private issuer whose ordinary shares trade on Nasdaq and whose operating business centers on reconditioned and recycled containers in Singapore and Southeast Asia. Its Form 6-K reports furnish interim financial statements, supplemental financial information and other current disclosures under Exchange Act foreign-issuer reporting rules.
The filing record also covers shareholder voting matters, including annual general meeting results, director elections and auditor ratification. Registration-statement references and current reports provide formal disclosure around the company’s Nasdaq-listed ordinary shares, governance structure, public-company reporting obligations and related capital-market matters.
JBDI Holdings Limited has called its Annual General Meeting for May 28, 2026 in Singapore. Members will vote on a 1‑for‑2 Reverse Stock Split of the issued ordinary shares, which the board may implement at any time within 12 months if it believes doing so is in the company’s best interests.
The stated goals of the reverse split are to help satisfy Nasdaq listing standards and raise the share price, which the company believes could improve liquidity and institutional investor interest, though it cautions results are not assured. Members will also vote on electing five directors, including two new independent non‑executive directors, and on ratifying OneStop Assurance PAC as independent auditor for the fiscal year ending May 31, 2026.
Holders of 19,029,064 ordinary shares as of May 5, 2026 are entitled to one vote per share. A quorum requires at least 6,343,022 votes present in person or by proxy. A controlling group led by E U Holdings Pte. Ltd. and Ms. Siow Kim Lian collectively holds over one‑half of the outstanding shares, effectively assuring approval of the board’s director slate.
JBDI Holdings Limited reported unaudited results for the six months ended November 30, 2025. Revenue fell about 8.1% to approximately $4.1 million from $4.4 million a year earlier, mainly due to weaker demand for reconditioned containers in Singapore, Malaysia and other countries.
Despite lower sales, gross profit held steady at about $3.0 million and gross margin improved to 73.9% from 68.1%, helped by a 21.4% reduction in cost of revenue. General and administrative expenses dropped sharply to approximately $2.9 million from $4.6 million, largely reflecting the absence of one-time IPO-related professional fees. Net income was approximately $0.2 million, compared with a net loss of about $1.6 million in the prior-year period, and basic and diluted earnings per share were $0.01 versus a loss of $0.08.
Operating cash flow improved to an inflow of about $0.4 million from an outflow of $1.6 million, and cash and cash equivalents ended at roughly $2.2 million. Bank borrowings decreased to $34,000, while the company spent about $0.2 million on share repurchases. After period-end, JBDI received a Nasdaq notice that its shares no longer meet the $1 minimum bid requirement and was granted 180 days, until July 6, 2026, to regain compliance.
JBDI Holdings filed its annual report (Form 20‑F) for the year ended May 31, 2025. The company reported 19,254,471 Ordinary Shares outstanding as of May 31, 2025. As of the date of the report, it also noted 19,029,064 Ordinary Shares issued and outstanding; this is a baseline figure, not the amount being offered.
Recent events included an auditor change on June 13, 2025 to YCM CPA INC., and the resolution of two Nasdaq matters. JBDI received and then cured a deficiency related to interim financials, regaining compliance on June 9, 2025. It also regained compliance with the $1.00 bid price rule on June 3, 2025. The company completed its IPO on August 28, 2024, selling 1,750,000 shares at $5.00 each for approximately $6.7 million in net proceeds.
Operationally, over 80% of revenue came from Singapore in fiscal 2025 and 2024. Sales from the top five customers were 26.5% of revenue in 2025; the largest customer contributed about $1.3 million (14.9%). Average accounts receivable turnover was 72 days in 2025, reflecting credit exposure typical for its industry.
JBDI Holdings reported the results of its May 2, 2025 annual general meeting where shareholders overwhelmingly re-elected the board nominees and ratified its new auditor. Each director nominee received greater than 99.6% of votes cast; vote counts ranged from 10,564,662 to 10,625,320 in favor with withheld votes generally around 31,000 or fewer, representing roughly 0.29%–0.30% withheld.
The shareholders also ratified YCM CPA INC. as the independent registered public accounting firm for the fiscal year ended May 31, 2025, receiving 10,620,613 votes in favor (about 99.66%); there were 26,300 votes against and 9,412 abstentions. The company dismissed Onestop Assurance PAC as its prior auditor; Onestop’s prior audit report for the fiscal year ended May 31, 2024 was unqualified and Onestop reported no disagreements and no reportable events prior to dismissal.