UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 6-K
REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO
RULE 13a-16 OR 15d-16 UNDER THE
SECURITIES EXCHANGE ACT OF 1934
For the month of October 2023.
Commission File Number: 001-38146
ZK
INTERNATIONAL GROUP CO., LTD.
(Translation
of registrant’s name into English)
c/o Zhejiang Zhengkang Industrial Co., Ltd.
No. 678 Dingxiang Road, Binhai Industrial Park
Economic & Technology Development Zone
Wenzhou, Zhejiang Province
People’s Republic of China 325025
Tel: +86-577-86852999
(Address of principal executive office)
Indicate by check mark whether the registrant
files or will file annual reports under cover of Form 20-F or Form 40-F.
Indicate by check mark if the registrant is submitting
the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): ¨
Indicate by check mark if the registrant is submitting
the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): ¨
EXPLANATORY NOTE
On October 10, 2023, ZK International
Group Co., Ltd. (the “Company”) received written notice from the Listing Qualifications Department (the “Staff”)
of The Nasdaq Stock Market LLC (“Nasdaq”) that, based upon the Company’s non-compliance with the $1.00 bid price requirement
set forth in Nasdaq Listing Rule 5550(a)(2) (the “Rule”) as of October 10, 2023, the Company’s securities were
subject to delisting unless the Company timely requests a hearing before the Nasdaq Hearings Panel (the “Panel”). The Company
plans to timely request a hearing before the Panel, which request will stay any further action by Nasdaq at least pending the issuance
of the Panel’s decision and the expiration of any extension the Panel may grant to the Company following the hearing.
As previously disclosed, and
in accordance with Nasdaq Listing Rule 5810(c)(3)(A), the Company was provided two consecutive 180 calendar day periods, through April
11, 2023, and October 9, 2023, to regain compliance with the Rule. The Company did not regain compliance with the Rule by October 9, 2023,
which resulted in the issuance of the Staff’s determination.
The Company is considering
all options available to it and will provide the market and its shareholders with material update(s) if and when available.
A copy of the press release
is furnished as Exhibit 99.1 to this Report on Form 6-K and is incorporated herein by reference.
EXHIBIT INDEX
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, thereunto
duly authorized.
| Date: October 13, 2023 |
ZK INTERNATIONAL GROUP CO., LTD. |
| |
|
| |
By: |
/s/ Jiancong Huang |
| |
Name: |
Jiancong Huang |
| |
Title: |
Chief Executive Officer and Chairman of the Board |
Exhibit 99.1
ZK International Group Announces Receipt of
Nasdaq Delisting Notification and Will Request Hearing
WENZHOU, China,
October 13, 2023 /PRNewswire/ -- ZK International Group Co., Ltd. (Nasdaq: ZKIN) ("ZKIN", "ZK
International" or the "Company"), a leading provider of advanced steel products, today announced that on October 10,
2023, the Company received notice from the Listing Qualifications Department of The Nasdaq Stock Market (“Nasdaq”) that, based
upon the Company’s non-compliance with the $1.00 bid price requirement set forth in Nasdaq Listing Rule 5550(a)(2) as of October
10, 2023, the Company’s securities were subject to delisting unless the Company timely requests a hearing before the Nasdaq Hearings
Panel (the “Panel”).
The Company plans to timely request a hearing before the Panel, which
request will stay any further action by Nasdaq and will allow the Company’s ordinary shares to continue
to trade on Nasdaq under the symbol “ZKIN” at least pending the issuance of the Panel’s decision and the expiration
of any extension the Panel may grant to the Company following the hearing.
The Company is considering
all options available to it and will provide the market and its shareholders with material update(s) if and when available.
For more information please visit www.ZKInternationalGroup.com.
Additionally, please follow the Company on Twitter, Facebook, YouTube,
and Weibo. For further information on the Company's SEC filings please visit www.sec.gov.
About ZK International Group Co., Ltd.:
ZK International Group Co., Ltd.
is a China-based engineering company building and investing in innovative technologies for the modern
world. With a focus on designing and implementing next-generation solutions through industrial, environmental and software engineering,
ZKIN owns 28 patents, 21 trademarks, 2 Technical Achievement Awards, and 10 National and Industry Standard Awards.
ZKIN’s
core business is to engineer and manufacture patented high-performance stainless steel and carbon steel pipe products that effectively
deliver high quality, highly-sustainable and environmentally sound drinkable water to the Chinese, Asia and European markets.
ZK International is Quality Management System Certified (ISO9001), Environmental Management System Certified (ISO1401), and a National
Industrial Stainless Steel Production Licensee. It has supplied stainless steel pipelines for over 2,000 projects, which include the
Beijing National Airport, the "Water Cube" and "Bird's Nest", which were venues for the 2008 Beijing Olympics.
ZK International is preparing to capitalize on the $850 Billion commitment made by the Chinese Government to improve the quality
of water, which has been stated to be 70% unfit for human contact.
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Safe Harbor Statement
This news release contains forward-looking
statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act
of 1934, as amended, and as defined in the U.S. Private Securities Litigation Reform Act of 1995. Without limiting the generality of the
foregoing, words such as "may," "will," "expect," "believe," "anticipate," "intend,"
"could," "estimate" or "continue" or the negative or other variations thereof or comparable terminology
are intended to identify forward-looking statements. In addition, any statements that refer to expectations, projections or other characterizations
of future events or circumstances are forward-looking statements. These forward-looking statements are not guarantees of future performance
and are subject to certain risks, uncertainties and assumptions that are difficult to predict and many of which are beyond the control
of ZK International. Actual results may differ from those projected in the forward-looking statements due to risks and uncertainties,
as well as other risk factors that are included in the Company’s filings with the U.S. Securities and Exchange Commission. Although
ZK International believes that the assumptions underlying the forward-looking statements are reasonable, any of the assumptions could
prove inaccurate and, therefore, there can be no assurance that the results contemplated in forward-looking statements will be realized.
In light of the significant uncertainties inherent in the forward-looking information included herein, the inclusion of such information
should not be regarded as a representation by ZK International or any other person that their objectives or plans will be achieved. ZK
International does not undertake any obligation to revise the forward-looking statements contained herein to reflect events or circumstances
after the date hereof or to reflect the occurrence of unanticipated events.
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