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 August 2025
Commission
File Number: 001-41657
CBL
INTERNATIONAL LIMITED
(Registrant’s
Name)
Level
23-2, Menara Permata Sapura
Kuala
Lumpur City Centre
50088
Kuala Lumpur
Malaysia
(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 ☒ 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): ☐
Nasdaq
Deficiency Notice
On
August 15, 2025, CBL International Limited (the “Company”) announced that it had received a written notice
(the “Notice”), dated as of August 12, 2025, from the Listing Qualifications Department of The Nasdaq Stock
Market LLC (“Nasdaq”) indicating that, for the thirty (30) consecutive business days prior to the date of the
Notice, the bid price for the Company’s ordinary shares had closed below the minimum $1.00 per share requirement for continued
listing on the Nasdaq under Nasdaq Listing Rule 5550(a)(2) (the “Minimum Bid Price Rule”).
Pursuant
to Nasdaq Listing Rule 5810(c)(3)(A), the Company has an initial period of 180 calendar days, or until February 9, 2026, to regain compliance.
If the Company fails to regain compliance with the Minimum Bid Price Rule during this period, the Company may be eligible for an additional
180 calendar days, or until August 8, 2026, to regain compliance if it meets certain requirements as detailed in Nasdaq Listing Rule
5810(c)(3)(A)(ii). However, there can be no assurance that the Company would be eligible for such additional 180 calendar day compliance
period, if needed.
The
Notice has no immediate effect on the listing or trading of the Company’s ordinary shares.
The
Company intends to monitor the bid price of its ordinary shares and consider available options to regain compliance with the Minimum
Bid Price Rule.
As
noted above, on August 15, 2025, the Company issued a press release announcing the receipt of the Notice. A copy of the press release
is attached as Exhibit 99.1 to this Current Report on Form 6-K and is incorporated herein by reference.
EXHIBIT
INDEX
Exhibit
No. |
|
Description |
99.1
|
|
Press Release dated August 15, 2025 |
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.
|
CBL
International Limited |
|
|
|
By: |
/s/
Teck Lim Chia |
|
Name:
|
Teck
Lim Chia |
Date:
August 15, 2025 |
Title: |
Chief
Executive Officer |