SHENZHEN, China, Aug. 22, 2025 — Top KingWin Limited (“Top KingWin” or the “Company”) (Nasdaq: ), announced today that on August 18, 2025, it received a communication from the Nasdaq Stock Market LLC (“Nasdaq”) informing the Company of Nasdaq staff’s decision to delist the Company’s class A ordinary shares from The Nasdaq Capital Market (the “Delisting Determination”). This determination was made because the bid price of the Company’s listed securities had closed below $1 per share for 30 consecutive business days, thus failing to comply with Nasdaq Listing Rule 5550(a)(2) (the “Rule”). Typically, companies are granted a 180-calendar day period to regain compliance with the Rule. However, in accordance with Nasdaq Listing Rule 5810(c)(3)(A)(iv), the Company is not eligible for any compliance period outlined in Nasdaq Listing Rule 5810(c)(3)(A), as it conducted a reverse stock split in May 2025, which falls within the prior one-year period.
The Company was given until August 25, 2025, to submit a request for an appeal of the Delisting Determination to the hearing panel. Top KingWin intends to file such a request to appeal the Delisting Determination before this deadline. Doing so will postpone the suspension of its securities from the date of the request, allowing the securities to continue trading on The Nasdaq Capital Market during that time.
Should the Company fail to request an appeal of the Delisting Determination by August 25, 2025, trading of its ordinary shares will be suspended at the commencement of business on August 27, 2025. Subsequently, a Form 25-NSE will be filed with the U.S. Securities and Exchange Commission, leading to the removal of the Company’s securities from listing and registration on The Nasdaq Stock Market.
The Company has already secured shareholder approval for a reverse stock split, aiming to restore compliance with the aforementioned rules.
About Top KingWin Ltd
Top KingWin’s primary clientele comprises entrepreneurs and executives within small and medium-sized enterprises in China. The services Top KingWin provides to its clients include: (i) corporate business training services, primarily focused on delivering advanced knowledge and fresh perspectives on capital markets; (ii) corporate consulting services, mainly centered on offering tailored corporate consulting to address clients’ distinct financial needs; (iii) advisory and transaction services, predominantly aimed at connecting entrepreneurs and businesses with diverse sources of capital; and (iv) the sale of devices designed to support artificial intelligence data collection and analysis. The company’s mission is to deliver comprehensive services that cater to clients’ requirements throughout all phases of their development and expansion.
Forward-Looking Statements
This press release contains forward-looking statements. All statements herein that are not statements of historical fact are forward-looking statements, including, but not limited to, the use of proceeds from the Company’s offering, the intentions, beliefs, or current expectations of Top KingWin and its management, as well as the underlying assumptions for such statements. These forward-looking statements involve inherent known and unknown risks and uncertainties and are based on present expectations and projections about future events and financial trends that the Company believes could influence its financial condition, operational results, business strategy, and financial needs. Investors can identify these forward-looking statements by the use of 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 is under no obligation to update forward-looking statements to reflect subsequently occurring events or circumstances, or changes in its expectations, except where mandated by law. While the Company believes that the expectations expressed in these forward-looking statements are reasonable, it cannot assure you that such expectations will prove correct, and the Company cautions investors that actual results may diverge significantly from the anticipated results and encourages investors to review other factors that may impact its future results in the Company’s registration statement and in its other filings with the SEC.
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