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FGI Industries Ltd.

For the period ended Sep 30, 2025. Filed Nov 14, 2025.

View on SEC.gov

About this filing

A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.

Sep 30, 2025 · Filed Nov 14, 2025

FGI$7.36-0.8%Stored close · as of Nov 6, 2026

What changed in Risk Factors?

Read the current filing

Previous report: 10-Q

Period ended 2025-06-30; filed 2025-08-13.

0001628280-25-040149

Item 1A. Risk Factors

Current report: 10-Q

Period ended 2025-09-30; filed 2025-11-14.

0001628280-25-052375

Item 1A. Risk Factors

The 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 13 previous paragraphs and 13 current paragraphs.

9 unchanged; 1 reworded; 3 added; 3 removed; 0 previous and 0 current paragraphs rearranged.

Tables are not compared: 0 previous and 0 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 (3)

Current report

There can be no assurance that our common stock will maintain compliance with the minimum bid price requirement or other applicable listing standards of The Nasdaq Stock Market LLC or another national securities exchange.

Current report

There can be no assurance that we will be able to continue to meet The Nasdaq Capital Market listing standards. We have in the past, and may in the future, be unable to comply with certain of the listing standards that we are required to meet to maintain the listing of our common shares on The Nasdaq Capital Market. If we are unable to maintain compliance with all applicable listing standards, our common stock may no longer be listed on The Nasdaq Capital Market or another national securities exchange and the liquidity and market price of our common stock may be adversely affected.

Current report

If in the future we fail to meet Nasdaq’s continued listing requirements and Nasdaq delists our common stock from trading on its exchange and we are not able to list our securities on another national securities exchange, we could face significant material adverse consequences, including, without limitation, a substantial reduction in the liquidity of our common stock, which could limit our access to capital markets for any potential future fundraising.
Removed paragraphs (3)

Previous report

Our failure to meet the continued listing requirements of The Nasdaq Capital Market could result in a delisting of our ordinary shares.

Previous report

If the Company does not regain compliance during this extension period, we expect Nasdaq will notify us that our common stock will be subject to delisting. We will have the right to appeal a determination to delist our common stock, and our common stock would remain listed on The Nasdaq Capital Market until the completion of the appeal process.

Previous report

We completed a 1-for-5 reverse share split on July 31, 2025 in an effort to regain compliance with the Nasdaq ru. However, there can be no assurance that the Company will be successful in achieving or maintaining compliance with Rule 5550(a)(2) or other Nasdaq listing standards.
Reworded paragraphs (1)

Previous wording

On March 6, 2025, we received notice from Nasdaq that it had granted the Company a 180-day extension to regain compliance with the Nasdaq continued listing standards through September 1, 2025. We initially received notice from Nasdaq on September 6, 2024 that the closing bid price for our common stock had been below $1.00 per share for the previous 30 consecutive business days, and that we were therefore not in compliance with the minimum bid price requirement for continued inclusion on The Nasdaq Capital Market under Nasdaq Listing Rule 5550(a)(2) (“Rule 5550(a)(2)”). Pursuant to the original notice, the Company had a 180-day period in which to regain compliance. We can regain compliance with the $1.00 minimum bid listing requirement if the closing bid price of our common stock is at least $1.00 per share for a minimum of ten (10) consecutive business days during the 180-day extension period.

Current wording

On September 6, 2024, we received written notice from Nasdaq notifying us that we no longer complied with the minimum bid price requirement for continued listing on the Nasdaq Capital Market. On March 6, 2025, we received written notice from Nasdaq that it had granted the Company a 180-day extension to regain compliance with the minimum bid price requirement for continued listing on the Nasdaq Capital Market. On July 31, 2025, we effected a 1-for-5 reverse stock split and on August 14, 2025, we received written confirmation from Nasdaq notifying us that we had regained compliance with the minimum bid price requirement for continued listing on The Nasdaq Capital Market, and the matter is now closed.