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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 8-K

 

CURRENT REPORT

Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934

 

Date of Report (Date of earliest event reported): September 24, 2024

 

ATIF HOLDINGS LIMITED

(Exact name of registrant as specified in its charter)

 

British Virgin Islands   001-38876   Not Applicable
(State or Other Jurisdiction
of Incorporation)		   (Commission File Number)  

(IRS Employer
Identification No.)

 

25391 Commercentre Dr., Ste 200, Lake Forest, CA   92630
(Address of Principal Executive Offices)   (Zip Code)

 

646-828-8710

(Registrant’s telephone number, including area code)

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

 

☐Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

☐Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

☐Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

☐Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class   Trading Symbol   Name of each exchange on which registered
Ordinary Shares, $0.001 par value   ATIF   Nasdaq Capital Market

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

 

Emerging growth company ☒

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

 

 

 

 

 

Item 8.01 Other Events.

 

As previously reported, on May 20, 2024, ATIF Holdings Limited (the “Company”) received a deficiency letter from the Listing Qualifications Department of the Nasdaq Stock Market LLC (“Nasdaq”) notifying the Company that, for the last 30 consecutive business days, the closing price for the Company’s ordinary shares had been below the minimum $1.00 per share required for continued listing on The Nasdaq Capital Market pursuant to Nasdaq Listing Rule 5500(a)(2). The letter also indicated that the Company had a compliance period of 180 calendar days, or until November 18, 2024 (the “Compliance Period”), in which to regain compliance pursuant to Nasdaq Listing Rule 5810(c)(3)(A). The letter further provided that if, at anytime during the Compliance Period, the Company’s common stock closed at $1.00 per ordinary share or more for a minimum of ten consecutive business days, Nasdaq would provide the Company with written confirmation that it had achieved compliance with the minimum bid price requirement.

 

On September 24, 2024, the Company received a letter from Nasdaq notifying the Company that for the last 10 consecutive business days, from September 10, 2024, to September 23, 2024, the Company’s common stock closed at $1.00 or greater and, therefore, the Company has regained compliance with Nasdaq Listing Rule 5550(a)(2) and this matter is now closed.

 

1

 

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 hereunto duly authorized.

 

  ATIF Holdings Limited
   
  By: /s/ Jun Liu
    Jun Liu,
    Chief Executive Officer
     
Dated: September 25, 2024    

 

 

2

 

 

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Sep. 24, 2024
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Entity File Number 001-38876
Entity Registrant Name ATIF HOLDINGS LIMITED
Entity Central Index Key 0001755058
Entity Tax Identification Number 00-0000000
Entity Incorporation, State or Country Code D8
Entity Address, Address Line One 25391 Commercentre Dr.
Entity Address, Address Line Two Ste 200
Entity Address, City or Town Lake Forest
Entity Address, State or Province CA
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Trading Symbol ATIF
Security Exchange Name NASDAQ
Entity Emerging Growth Company true
Elected Not To Use the Extended Transition Period false
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