Form 6-K - Report of foreign issuer [Rules 13a-16 and 15d-16]

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 December 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 offices)

Indicate by check mark whether the registrant files or will file annual reports under cover Form 20-F or Form 40-F.

Form 20-F x Form 40-F ¨

INFORMATION CONTAINED IN THIS FORM 6-K REPORT

As previously disclosed, 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”). On November 15, 2023, the Company announced that the Panel has granted the Company a temporary exception, enabling it to regain compliance with the Rule.

Since then, Nasdaq has determined that for 10 consecutive business days, from December 6, 2023 through December 20, 2023, the closing bid price of the Company’s ordinary shares has been at $1.00 per share or greater. On December 21, 2023, the Staff notified the Company that it has regained compliance with the Rule and the matter is now closed.

Attached hereto as Exhibit 99.3 to this Report on Form 6-K and incorporated by reference herein is the Registrant’s press release issued on December 26, 2023, titled “ZK International Group Co., Ltd. Resolves Nasdaq Bid Price Deficiency and Remains in Compliance with Nasdaq Listing Standards.”

In addition, the Company published a press release titled “ZK International Group Co., Ltd. Celebrates Prestigious Recognition as a National ‘Little Giant Enterprise’” on December 14, 2023, and a press release titled “ZK International Group Co., Ltd., Wins $8 Million Bid with Chongqing Gas Group to Supply the Municipal Gas Infrastructure Project, thus Strengthening its Competitive Edge in the Western China Gas Market” on December 19, 2023. Copies of the press releases are furnished as Exhibit 99.1 and 99.2 to this Report on Form 6-K and are incorporated herein by reference.

Exhibits

Exhibit Number			Description of Exhibit
99.1			Press Release dated December 14, 2023
99.2			Press Release dated December 19, 2023
99.3			Press Release dated December 26, 2023

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.

	ZK INTERNATIONAL GROUP CO., LTD.

	By:	/s/ Jiancong Huang
	Name:	Jiancong Huang
	Title:	Chief Executive Officer and Chairman of the Board

Date: December 29, 2023

Exhibit 99.1

ZK International Group Co., Ltd. Celebrates Prestigious Recognition as a National "Little Giant Enterprise"

Company Chairman Emphasizes Commitment to Technological Innovation and Global Expansion

WENZHOU, China, December 14, 2023 /PRNewswire/ -- ZK International Group Co., Ltd. (Nasdaq: ZKIN) ("ZKIN", "ZK International" or the "Company"), a pioneer in innovation and technology, proudly announces its selection as one of the distinguished "Specialized, Elaborative, Characteristic, and Innovative Little Giant Enterprises" by the Ministry of Industry and Information Technology.

This prestigious recognition highlights the government's and industry's acknowledgment of ZK International's exceptional technological innovation and comprehensive strength. Mr. Jiancong Huang, the visionary leader of the Company, underscores, “We are committed to researching and developing stainless steel products for use in all industries that need water and gas transmission systems. We believe that scientific and technological innovations will help us achieve our long-term strategic objectives. The research and development efforts are an integral part of the operations and the crux of our competitive advantage and differentiation strategy.”

At the core of this commitment lies ZK International's dynamic Research and Development team, which, through relentless innovation, has propelled the Company to stand as the best-in-class stainless steel pipe company in China. This distinction, not only nationally recognized, is now gaining international acclaim, positioning ZK International as a global leader in the industry.

The accolades garnered by ZK International are increasingly setting the stage for global recognition, prompting the company to extend its reach to international markets. With an eye on expansion, ZKIN is strategically targeting regions such as the USA, Southeast Asia, Europe, Africa, and the Middle East. This bold move reflects ZK International's confidence in its ability to deliver superior products and innovative solutions to discerning customers worldwide.

"As we celebrate this milestone, shareholders can take pride in our unwavering dedication to advancing our competitive edge, creating sustained value for the Company, and now, actively expanding our presence in key international markets”, states Mr. Jiancong Huang.

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 46 patents, 46 trademarks, 5 Software Copyrights, 2 National Innovation Fund Awards, and 41 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.

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.

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.

Exhibit 99.2

ZK International Group Co., Ltd., Wins $8 Million Bid with Chongqing Gas Group to Supply the Municipal Gas Infrastructure Project, thus Strengthening its Competitive Edge in the Western China Gas Market

WENZHOU, China, December 19, 2023 /PRNewswire/ -- ZK International Group Co., Ltd. (Nasdaq: ZKIN) (“ZKIN”, “ZK International” or the “Company”), a leading designer, engineer, manufacturer, and supplier of patented high-performance stainless steel and carbon steel pipe products for sophisticated water or gas pipeline systems, proudly announces a new marketing and sales achievement. The Company has successfully secured an $8 million bid in collaboration with Chongqing Gas Group, bolstering its new position as a key player in the Western China gas market.

Chongqing City, the fourth largest Chinese city with an estimated urban population of 16.34 million, is set to benefit from ZK International's expertise. The $8 million bid pertains to the gas piping infrastructure procurement program initiated by the Chongqing Gas Group for its municipal gas piping infrastructure project.

China's Ministry of Ecology and Environment's 2020 initiative to replace coal with clean energy in the heating systems of 7.09 million households in the northern provinces has spurred a surge in demand for natural gas and gas piping infrastructure. Chongqing Gas Group, a flagship division of China Resources Gas Group Limited, has been a pioneer in the urban pipeline gas business since 1995. As a key player in the energy sector, it has evolved into an integrated energy service provider with core businesses encompassing natural gas sales, integrated energy services, energy trade, and energy transmission and distribution. Chongqing Gas Group Co., Ltd., is listed on the Shanghai Stock Exchange, under the stock code 600917 and has a market capitalization of $1.5 Billion with annual sales of $1.22 Billion in revenue.

Mr. Jiancong Huang, Chairman of ZK International, commented, “We are pleased to be selected as a key supplier for the municipal natural gas infrastructure program amongst several of our competitors during this bidding process as well as to start a new working relationship with Chongqing Gas Group. We are excited that this bidding success, along with other key pending contracts and agreements will allow us to expand our presence to Western China in Chongqing city.”

About Chongqing Gas Group.

Chongqing Gas Group is a China-based company principally engaged in gas-related businesses. The Company's main businesses are pipeline gas supply, installation services of gas facilities and equipment, comprehensive services, and comprehensive energy. Chongqing Gas Group’s service network covers 26 administrative regions in Chongqing Municipality and Baojing County in Hunan Province, serving 5.64 million households. Chongqing Gas Group Co., Ltd. is a listed company controlled by China Resources Gas Holdings Co., Ltd., and was listed on the Shanghai Stock Exchange on September 30, 2014, stock code: 600917.

About ZK International Group Co., Ltd.

Safe Harbor Statement

Exhibit 99.3

ZK International Group Co., Ltd. Resolves Nasdaq Bid Price Deficiency and Remains in Compliance with Nasdaq Listing Standards

WENZHOU, China, December 26, 2023 /PRNewswire/ -- ZK International Group Co., Ltd. (Nasdaq: ZKIN) ("ZKIN", "ZK International" or the "Company"), a pioneer in innovation and technology, and a global leader in the design and production of stainless steel products, is pleased to announce that the bid price deficiency concern raised by Nasdaq has been successfully resolved.

The Company has received written notification (the "Nasdaq Notice") from The Nasdaq Stock Market LLC ("Nasdaq") notifying the Company that it has regained compliance with the minimum bid price requirement set forth in the rules for continued listing on the Nasdaq Capital Market (the "Listing Rules").

The Nasdaq Notice confirms that the Company has regained compliance with Listing Rule 5550(a)(2), as the Company's closing bid price exceeded US$1.00 for 10 consecutive business days from December 6, 2023 through December 20, 2023. Therefore, the Nasdaq Listing Qualifications Panel has decided to continue the listing of ZK International Group Co., Ltd.'s securities on The Nasdaq Stock Market. Consequently, the Panel has closed this matter, signifying the resolution of the bid price deficiency issue.

ZK International Group Co., Ltd. extends its sincere appreciation to Donohoe Advisory Associates LLC for their professionalism and expertise in guiding the company through this matter. The legal firm's support has been instrumental in achieving a successful resolution.

ZK International Group Co., Ltd. remains committed to maintaining the highest standards of corporate governance and compliance. The company appreciates the support of its shareholders and looks forward to continuing to deliver value through its innovative products and services.

About ZK International Group Co., Ltd.