TREASURE GLOBAL INC
For the period ended Jun 30, 2026. Filed Oct 13, 2026.
View on SEC.govAbout this filing
A company's yearly report to the SEC, with audited financial statements. It is the fullest account a company gives of its business, its finances and the risks it sees.
FY2026 · Filed Oct 13, 2026
TGL$0.18-0.4%Stored close · as of Nov 6, 2026
What changed in Risk Factors?
Read the current filingPrevious report: 10-K
Period ended 2025-06-30; filed 2025-10-14.
0001213900-25-098882
Item 1A. Risk FactorsCurrent report: 10-K
Period ended 2026-06-30; filed 2026-10-13.
0001213900-26-109073
Item 1A. Risk FactorsThe baseline is this issuer’s latest earlier reporting period of the same form that was filed before the current report. A previous 10-Q is a different quarter, not a year-over-year comparison. Amendments are excluded.
Compared 115 previous paragraphs and 113 current paragraphs.
109 unchanged; 2 reworded; 2 added; 4 removed; 0 previous and 0 current paragraphs rearranged.
Tables are not compared: 15 previous and 15 current tables excluded. Dates, whitespace, punctuation and numbering changes are ignored; changes to financial figures remain significant.
A changed paragraph is not evidence that risk increased or decreased. An unchanged paragraph does not establish that risk stayed the same.
Added paragraphs (2)
Current report
We have experienced repeated periods of non-compliance with Nasdaq’s $1.00 minimum bid price requirement under Nasdaq Listing Rule 5550(a)(2). On August 17, 2023, we received a notice of non-compliance and subsequently effected a 1-for-70 reverse stock split on February 27, 2024, after which we regained compliance. On November 20, 2024, we received a second notice of non-compliance with the bid price rule, providing a 180-day compliance period through May 19, 2025. On April 7, 2025, we effected a 1-for-50 reverse stock split. On December 2, 2025, the Listing Qualifications Staff of Nasdaq issued a Staff Determination indicating that we were not in compliance with the minimum bid price requirement and that we were not eligible to receive a compliance period. Nasdaq noted that we had effected a 1-for-70 reverse stock split on February 27, 2024 and a 1-for-50 reverse stock split on April 7, 2025, resulting in a cumulative 1-for-3,500 reverse split ratio, and that our closing bid price had been below $1.00 per share for 30 consecutive business days from October 15 through November 28, 2025. On December 5, 2025, we effected an additional 1-for-20 reverse stock split. We elected to request a hearing before a Nasdaq Hearings Panel to appeal the Staff Determination. On December 23, 2025, the Company received a formal notice from Nasdaq indicating that the Company has regained compliance with Nasdaq’s minimum bid price requirement set forth in Nasdaq Listing Rule 5550(a)(2). The Company is now in compliance with the Nasdaq Capital Market’s listing requirements. Nasdaq has confirmed that the previously scheduled hearing before the Nasdaq Hearings Panel on January 27, 2026, has been cancelled. Nevertheless, there can be no assurance that we will maintain compliance with Nasdaq’s listing requirements or that the Hearings Panel will grant our request for continued listing.
Removed paragraphs (4)
Previous report
The market for our ZCITY App is new and unproven.
Previous report
We were founded in 2020 and TADAA Technologies was founded in 2017 and since our inception have been creating products for the developing and rapidly evolving market for API-based software platforms, a market that is largely unproven and is subject to a number of inherent risks and uncertainties. We believe that our future success will depend in large part on the growth, if any, in the market for software platforms that provide features and functionality to create the entire lifestyle ecosystem. It is difficult to predict customer adoption and renewal rates, customer demand for our solutions, the size and growth rate of the overall market that our ZCITY App addresses, the entry of competitive products or the success of existing competitive products. Any expansion of the market our ZCITY App addresses depends upon a number of factors, including the cost, performance and perceived value associated with such solutions. If the market our ZCITY App addresses does not achieve significant additional growth or there is a reduction in demand for such solutions caused by a lack of customer acceptance, technological challenges, competing technologies and products or decreases in corporate spending, it could have a material adverse effect on our business, results of operations and financial condition.
Previous report
On August 17, 2023, we received a letter from Nasdaq notifying us that we were no longer in compliance with the $1.00 minimum bid price requirement for continued listing on Nasdaq under Nasdaq Listing Rule 5550(a)(2). Although Nasdaq has granted us 180 calendar days, or until February 13, 2024, to regain compliance with the Bid Price Rule. On February 27, 2024, the Company effected a 1:70 reverse stock split of its shares of common stock. On March 20, 2024, the Company received a letter from the Panel informing the Company that since the common stock of the Company had traded at $1.00 per share or greater for a 10 consecutive business day period between February 27, 2024 and March 20, 2024. Accordingly, the Company has regained compliance with the Bid Price Rule and this matter is closed. However, there can be no assurance that we will continue to be in compliance and Nasdaq could make a determination to issue another notice regarding such incompliance.
Reworded paragraphs (2)
Previous wording
We have incurred substantial operating losses since our inception. For the year ended June 30, 2025, we had approximately $0.2 million cash on hand, an accumulated deficit of approximately $61.4 million at June 30, 2024, a net loss of approximately $23.4 million for the year ended June 30, 2025, and approximately $9.5million net cash used by operating activities for the year ended June 30, 2025. The accompanying consolidated financial statements have been prepared on a going concern basis, which contemplates the realization of assets and satisfaction of liabilities in the normal course of business. We anticipate incurring additional losses until such time, if ever, that we will be able to effectively market our products.
Current wording
We have incurred substantial operating losses since our inception. For the year ended June 30, 2026, we had approximately $1.6 million cash on hand, an accumulated deficit of approximately $72.5 million at June 30, 2026, a net loss of approximately $11.1 million for the year ended June 30, 2026, and approximately $6.9 million net cash used by operating activities for the year ended June 30, 2026. The accompanying consolidated financial statements have been prepared on a going concern basis, which contemplates the realization of assets and satisfaction of liabilities in the normal course of business. We anticipate incurring additional losses until such time, if ever, that we will be able to effectively market our products.
Previous wording
From time to time, other companies may copy information from our ZCITY App, through website scraping, robots or other means, and publish or aggregate it with other information for their own benefit. We have no assurance other companies will not copy, publish or aggregate content from our ZCITY App in the future. When third parties copy, publish or aggregate content from our ZCITY App, it makes them more competitive, and decreases the likelihood that consumers will visit our website or use our mobile app to find the information they seek, which could negatively affect our business, results of operations and financial condition. We may not be able to detect such third-party conduct in a timely manner and, even if we could, we may not be able to prevent it. In some cases, particularly in the case of websites operating outside of the United States, our available remedies may be inadequate to protect us against such practices. In addition, we may be required to expend significant financial or other resources to successfully enforce our rights.
Current wording
From time to time, other companies may copy information from our ZCITY App, through website scraping, robots or other means, and publish or aggregate it with other information for their own benefit. We have no assurance that other companies will not copy, publish or aggregate content from our ZCITY App in the future. When third parties copy, publish or aggregate content from our ZCITY App, it makes them more competitive, and decreases the likelihood that consumers will visit our website or use our mobile app to find the information they seek, which could negatively affect our business, results of operations and financial condition. We may not be able to detect such third-party conduct in a timely manner and, even if we could, we may not be able to prevent it. In some cases, particularly in the case of websites operating outside of the United States, our available remedies may be inadequate to protect us against such practices. In addition, we may be required to expend significant financial or other resources to successfully enforce our rights.