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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): May 7, 2025

 

NOCERA, INC.

(Exact name of registrant as specified in charter)

 

Nevada   001-41434   16-1626611

(State or other jurisdiction

of incorporation)

 

(Commission

File Number)

 

(IRS Employer

Identification No.)

 

3F (Building B), No. 185, Sec. 1, Datong Rd., Xizhi Dist., New Taipei City Taiwan 221, ROC

(Address of principal executive offices and zip code)

 

(886) 910-163-358

(Registrant’s telephone number, including area code)

 

N/A

(Former name or former address, if changed since last report)

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of registrant under any of the following provisions:

 

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: None 

 

Title of each class Trading Symbol Name of each exchange on which registered
Common Stock, par value $0.001 per share NCRA The Nasdaq Stock Market LLC

 

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.

 

On May 7, 2025, Nocera, Inc. (the “Company”) received written confirmation from The Nasdaq Stock Market LLC (“Nasdaq”) stating that the Company had regained compliance with Nasdaq Listing Rule 5250(c)(1), which requires the timely filing of all required periodic financial reports with the Securities and Exchange Commission (the “SEC”).

 

As previously disclosed in the Company’s Current Report on Form 8-K filed on April 28, 2025, the Company received a notification from Nasdaq on April 24, 2025, indicating that the Company was not in compliance with Listing Rule 5250(c)(1) due to the Company’s failure to timely file its Annual Report on Form 10-K for the fiscal year ended December 31, 2024 (the “Form 10-K”). The Company filed the Form 10-K with the SEC on May 6, 2025. As a result of such filing, Nasdaq has confirmed that the Company had regained compliance with Listing Rule 5250(c)(1), and the matter is now closed.

 

A copy of Nasdaq’s compliance letter, dated May 7, 2025, is filed as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference. The Company also issued a press release regarding the foregoing on May 8, 2025, which is furnished as Exhibit 99.2 and incorporated herein by reference.

 

Item 9.01. Financial Statements and Exhibits.

 

(d) Exhibits

 

Exhibit No. Description
   
99.1 Letter from Nasdaq to Nocera, Inc., dated May 7, 2025
99.2 Press release issued by Nocera, Inc., dated May 8, 2025
104 Cover Page Interactive Data File (embedded within the Inline XBRL document)

 

  

 

 

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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.

 

 

  NOCERA, INC.
   
   
Date: May 8, 2025 By: /s/ Andy Ching-An Jin
 

Name: Andy Ching-An Jin

Title: Chief Executive Officer

   

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

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ATTACHMENTS / EXHIBITS

ATTACHMENTS / EXHIBITS

PRESS RELEASE

PRESS RELEASE

XBRL SCHEMA FILE

XBRL LABEL FILE

XBRL PRESENTATION FILE

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