Cheer Holding Receives Nasdaq Delisting Notice, Plans to Appeal

BEIJING, Nov. 21, 2025 — Cheer Holding, Inc. (NASDAQ: CHR) (“Cheer Holding” or the “Company”), a prominent provider of advanced mobile internet infrastructure and platform services, announced today that it received a notification on November 18, 2025 (the “Notice”) from The NASDAQ Stock Market LLC (“Nasdaq”). The Notice informed the Company that it is not in compliance with Nasdaq Listing Rule 5810(c)(3)(A)(iii) (referred to as the “Low Priced Stocks Rule”), due to its Class A ordinary shares maintaining a closing bid price of $0.10 or less for ten consecutive trading days. Consequently, Nasdaq staff have determined to delist the Company’s securities from The Nasdaq Capital Market (the “Delisting Determination”).

The correspondence further indicated that the bid price for the Company’s Class A ordinary shares had fallen below $1 per share for the past 30 consecutive business days, rendering the Company non-compliant with Listing Rule 5550(a)(2) (the “Rule”). Typically, companies are afforded 180 calendar days to restore compliance with this Rule, as per Listing Rule 5810(c)(3)(A). However, Nasdaq determined that because the Company’s securities also recorded a closing bid price of $0.10 or less for ten consecutive trading days, it became subject to the provisions outlined in the Low Priced Stocks Rule, leading to Nasdaq’s decision to delist the Company’s securities from The Nasdaq Capital Market. Cheer Holding has until November 26, 2025, to submit a request for an appeal of the Delisting Determination to the Hearings Panel (the “Panel”). Should the Company fail to request an appeal by November 26, 2025, trading of its securities will be suspended at the commencement of business on December 1, 2025, and a Form 25-NSE will be filed with the SEC, which will officially remove the Company’s securities from listing and registration on The Nasdaq Stock Market.

The Company plans to submit the aforementioned hearing request to appeal the Delisting Determination before the November 26, 2025 deadline. This action will defer the suspension of the Company’s securities and the filing of Form 25-NSE until the Panel reaches its decision.

Cheer Holding is currently assessing all available avenues to regain compliance with the specified rules, which includes the implementation of a share consolidation that its shareholders approved on May 12, 2025, during its 2025 Annual General Meeting.

About Cheer Holding, Inc.

As a leading provider of next-generation mobile internet infrastructure and platform services in China, Cheer Holding is dedicated to establishing a digital ecosystem that seamlessly integrates “platforms, applications, technology, and industry.” This cohesive digital environment aims to foster a new, open business landscape for web3.0, powered by AI technology. The Company is actively developing a 5G+VR+AR+AI shared universe space, leveraging advanced technologies such as blockchain, cloud computing, extended reality, and digital twin.

Cheer Holding’s diverse portfolio encompasses a broad spectrum of products and services, including CHEERS Telepathy, CHEERS Video, CHEERS e-Mall, CHEERS Open Data, CheerReal, CheerCar, CheerChat, Polaris Intelligent Cloud, AI-animated short drama series, short video matrices, variety show series, Livestreaming, and more. These offerings provide versatile application scenarios that fluidly combine “online/offline” and “virtual/reality” components.

With “CHEERS+” positioned as the central element of Cheer Holding’s digital ecosystem, the Company is committed to employing innovative product applications and technologies to achieve sustained, scalable growth over the long term.

Safe Harbor Statement

Certain statements contained in this release constitute “forward-looking statements” as defined by the “safe harbor” provisions of the United States Private Securities Litigation Reform Act of 1995. When utilized in this press release, terms such as “estimates,” “projected,” “expects,” “anticipates,” “forecasts,” “plans,” “intends,” “believes,” “seeks,” “may,” “will,” “should,” “future,” “propose,” and their variations or similar expressions (or their negative forms) are used to identify forward-looking statements. These forward-looking statements encompass, but are not limited to, the Company’s expectation of being granted its request for continued listing or its ability to maintain the listing of its Class A ordinary shares on The NASDAQ Stock Market. The Company is subject to various risks and uncertainties detailed in documents it files periodically with the Securities and Exchange Commission, including its most recent Annual Report on Form 20-F filed with the SEC on March 10, 2025. The Company disclaims any obligation to update or revise any forward-looking statements, whether due to new information, future events, or otherwise, except where mandated by applicable law. Such information is valid only as of the date of this release.

For investor and media inquiries, please contact:

Wealth Financial Services LLC
Connie Kang, Partner
Email:

Tel: +86 1381 185 7742 (CN)