United States
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form
Current Report
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Securities Exchange Act of 1934
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ITEM 3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard
As previously disclosed, on April 17, 2025, Triller Group Inc. (the “Company”) received a delinquency notification letter from the Listing Qualifications Staff (the “Staff”) of the Nasdaq Stock Market LLC (“Nasdaq”) due to the Company’s non-compliance with Nasdaq Listing Rule 5250(c)(1) (the “Listing Rule”) as a result of the Company’s failure to timely file its Annual Report on Form 10-K for the period ended December 31, 2024 (the “Form 10-K”). The Listing Rule requires listed companies to timely file all required periodic financial reports with the Securities and Exchange Commission (the “SEC”). On May 20, 2025, the Company received the second delinquency notification letter from the Staff of Nasdaq due to the Company’s non-compliance with the Listing Rule as a result of the Company’s failure to timely file its Quarterly Report on Form 10-Q for the period ended March 31, 2025 (the “Q1 Form 10-Q”).
Subsequently, Staff granted the Company an exception until August 8, 2025, to file the delinquent Form 10-K and September 12, 2025 to file the Q1 Form 10-Q.
On August 8, 2025, the Company indicated that it would be unable to file the Form 10-K and Q1 Form 10-Q requested an additional extension to file the Form 10-K, Q1 Form 10-Q, and Form 10-Q for the period ended June 30, 2025 (collectively, the “Delinquent Filings”).
On August 19, 2025, the Company received an extension letter (the “Letter”) from Staff, who has granted a further extension of time to enable the Company to file the Delinquent Filings on or before October 13, 2025.
The Company is working diligently to complete the Delinquent Filings and expects to meet the Nasdaq filing requirements.
Item 9.01. Financial Statements and Exhibits
(c) Exhibits:
| Exhibit No. | Description | |
| 99.1 | Press Release dated August 22, 2025 | |
| 104 | Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101) |
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SIGNATURE
Pursuant to the requirements of the Securities and Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| TRILLER GROUP INC. | |||
| By: | /s/ Shu Pei Huang, Desmond | ||
| Name: | Shu Pei Huang, Desmond | ||
| Title: | Acting Chief Financial Officer | ||
| Dated: August 22, 2025 | |||
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