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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 July 2025
Commission File Number:001-42154
ESHALLGO INC.
No. 37, Haiyi Villa, Lane 97, Songlin Road
Pudong New District
Shanghai, China 200120
+86 400 100 7299
(Address, including zip code, and telephone number, including area code, of Registrant’s 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 x Form 40-F ¨
INFORMATION CONTAINED IN THIS FORM 6-K REPORT
On July 23, 2025 (the “Notification Date”), Eshallgo Inc. (the “Company”) received notification from the Nasdaq Stock Market LLC (“Nasdaq”) notifying the Company that it is not in compliance with the requirement to maintain a minimum closing bid price of $1.00 per share, as set forth in Nasdaq Listing Rule 5550(a)(2), because the closing bid price of the Company’s class A ordinary shares was below $1.00 per share for 30 consecutive business days. The notification does not impact the listing of the Company’s class A ordinary shares on the Nasdaq Capital Market at this time.
In accordance with Nasdaq Listing Rule 5810(c)(3)(A), the Company has a period of 180 calendar days from the Notification Date, until January 19, 2026, to regain compliance with the minimum bid price requirement. During this period, the Company’s class A ordinary shares will continue to trade on the Nasdaq Capital Market. If at any time before January 19, 2026, the bid price of the Company’s class A ordinary shares closes at or above $1.00 per share for a minimum of ten consecutive trading days, Nasdaq will provide written notification that the Company has achieved compliance with this minimum bid price requirement.
In the event the Company does not regain compliance by January 19, 2026, the Company may be eligible for an additional 180 calendar day compliance period to demonstrate compliance with the bid price requirement. To qualify for the additional 180-day period, 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 the Nasdaq Capital Market, with the exception of the bid price requirement, and will need to provide written notice to Nasdaq of its intention to cure the deficiency during the second compliance period by effecting a reverse stock split, if necessary. If the Company does not qualify for the second compliance period or fails to regain compliance during the second 180-day period, then Nasdaq will notify the Company of its determination to delist the Company.
The Company intends to take all reasonable measures to regain compliance under the Nasdaq Listing Rule 5550(a)(2). However, there can be no assurance that the Company will be able to maintain compliance with the Nasdaq Capital Market’s continued listing requirements or regain compliance with the minimum bid price requirement as set forth in Nasdaq Listing Rule 5550(a)(2).
EXHIBIT INDEX
| Exhibit No. | Description | |
| 99.1 | Press Release – Eshallgo Inc. Announced Receipt of Notice from Nasdaq regarding Listing Rule 5550(a)(2), dated July 25, 2025 |
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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.
| Eshallgo Inc. | ||
| Date: July 25, 2025 | By: | /s/ Qiwei Miao |
| Name: | Qiwei Miao | |
| Title: | Chief Executive Officer | |
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Exhibit 99.1
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No.1000
Jinhai Road 12F Block 16 Pudong New District Shanghai, 201206 China + 8640 0600 5800 https://www.eshallgo.com |
Eshallgo Inc. Announced Receipt of Notice from Nasdaq regarding Listing Rule 5550(a)(2).
Shanghai, China July 25, 2025 – Eshallgo, Inc. (NASDAQ:EHGO) ("Eshallgo" or the "Company") today announced that on July 23, 2025, the Company received a notice from the staff of the Nasdaq Listing Qualifications department (the "Staff") of The Nasdaq Stock Market LLC ("Nasdaq") stating that for the last 30 consecutive business days, the closing bid price of the Company’s class A ordinary shares was below the minimum bid price of US$1.00 per share requirement set forth in Nasdaq Listing Rule 5550(a)(2). The Nasdaq notification letter has no current effect on the listing or trading of the Company’s class A ordinary shares on Nasdaq.
Pursuant to the Nasdaq Listing Rule 5810(c)(3)(A), the Company is provided with a compliance period of 180 calendar days, or until January 19, 2026, to regain compliance under the Nasdaq Listing Rules. If at any time during the 180-day compliance period, the closing bid price of the Company’s class A ordinary shares is US$1.00 per share or higher for at least ten consecutive business days, Nasdaq will provide the Company written confirmation of compliance and the matter will be closed. In the event the Company does not regain compliance by January 19, 2026, subject to the determination by the staff of Nasdaq, the Company may be eligible for an additional 180-day compliance period if it meets the continued listing requirement for market value of publicly held shares and all other initial listing standards for The Nasdaq Capital Market, with the exception of the minimum bid price requirement. In this case, the Company will need to provide written notice of its intention to cure the deficiency during the second compliance period, by effecting a reverse stock split, if necessary.
The Nasdaq notification letters do not affect the Company’s business operations, and the Company intends to take all reasonable measures to regain compliance within the prescribed grace period.
About Eshallgo, Inc.
Eshallgo Inc. (Nasdaq: EHGO) is a leading digital-first office solution provider headquartered in Shenzhen, China. Through its integrated platform, the Company offers enterprise-grade hardware, printing services, software subscriptions, and technical support to small and medium-sized businesses across China. Leveraging data analytics and automation, Eshallgo delivers cost-efficient and scalable solutions that empower businesses to digitize and streamline their back-office operations. For more information and real-time investor updates, please visit the Company’s new investor portal at ir.eshallgo.com.
Forward-Looking Statements
All statements other than statements of historical fact in this announcement are forward-looking statements. These forward-looking statements involve known and unknown risks and uncertainties and are based on current expectations and projections about future events and financial trends that the Company believes may affect its financial condition, results of operations, business strategy and financial needs. Investors can identify these forward-looking statements by words or phrases such as "may," "will," "expect," "anticipate," "aim," "estimate," "intend," "plan," "believe," "potential," "continue," "is/are likely to" or other similar expressions. The Company undertakes no obligation to update forward-looking statements to reflect subsequent occurring events or circumstances, or changes in its expectations, except as may be required by law. Although the Company believes that the expectations expressed in these forward-looking statements are reasonable, it cannot assure you that such expectations will turn out to be correct, and the Company cautions investors that actual results may differ materially from the anticipated results and encourages investors to review other factors that may affect its future results in the Company's registration statement and in its other filings with the SEC.
Investor and Media Contact:
Tony Sklar
Investor Relations – Eshallgo, Inc.
ir@eshallgo.com