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): ~~February~~June 2410, 2026

NORTHANN CORP

(Exact name of registrant as specified in its charter)

Nevada		001-41816		88-1513509
(State or Other Jurisdiction of Incorporation)		(Commission File Number)		(I.R.S. Employer Identification No.)

2251 Catawba River Rd.

Fort Lawn,

29714

(Address of Principal Executive Office) (Zip Code)

(916) 573 3803

(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 the 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:

Title of each class		Trading Symbol(s)		Name of each exchange on which registered
Common Stock, $0.001 par value		NCL		NYSE American LLC

Indicate by check mark whether the registrant is an emerging growth company as defined in 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 checkmark 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 37.01. ~~Notice~~Regulation ofFD ~~Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing~~Disclosure.

As previously disclosed ~~in the Current Report on Form 8-K filed on December 11~~, ~~2025,~~ Northann Corp. (the “Company”) received a written notice of non-compliance (the “Notice”) from the NYSE American LLC (the “NYSE American”) on December 8, 2025 indicating that the Company was not in compliance with the NYSE American continued listing standards set forth in Sections 1003(a)(i) of the NYSE American Company Guide (the “Company Guide”). The Company ~~was~~submitted ~~required to submit~~ a plan byto ~~January~~the 7,NYSE ~~2026~~American, advising of actions taken or will be taken to regain compliance with the continued listings standards of the Company Guide, byand ~~June~~on 8February 24, ~~2027~~2026, the Company received a notification (the “~~Plan~~Acceptance Letter”). ~~The~~from ~~Company submitted~~ the ~~Plan~~NYSE asAmerican ~~required~~that in the ~~Notice.~~plan was accepted.

OnThe ~~February~~Company ~~24,~~provided ~~2026,~~the quarterly updates to the ~~Company~~NYSE ~~received~~American apursuant ~~notification~~to (the “Acceptance Letter”). ~~from~~On June 10, 2026, the NYSE American informed the Company that it has regained compliance by demonstrating compliance with the ~~Plan~~continued ~~was~~listing ~~accepted.~~standards Infor a period of two consecutive quarters pursuant to Section 1009(f) of the ~~Acceptance~~Company ~~Letter~~Guide. As a result, the Company will be subject to NYSE ~~American~~Regulation’s ~~granted~~normal ~~the~~continued ~~Company~~listing ~~until~~monitoring. ~~June~~As 8,a ~~2027~~result (of regaining compliance, the ~~“Plan~~below ~~Period~~compliance (“.BC”) toindicator ~~regain~~will ~~compliance~~no ~~with~~longer be disseminated, and the ~~continued~~Company ~~listing~~will ~~standards~~be removed from the list of NYSE American noncompliant issuers on NYSE American’s website.

On June 15, 2026, the Company issued a press release announcing that it has regained compliance with the continued listing standards outlined in Part 10, Section 1003 of the Company Guide. A copy of the press release is included herewith as Exhibit 99.1 and the information in the press release is incorporated by reference into this Item 7.01.]

The ~~Acceptance~~information ~~Letter~~included ~~has~~in nothis ~~immediate~~Item ~~impact~~7.01 onand ~~the~~in ~~listing~~Exhibit ~~of the Company’s shares of common stock, par value $0~~99.~~001~~1 ~~per~~shall ~~share~~not ~~(the~~be ~~“Common~~deemed ~~Stock~~“filed”), ~~which~~for ~~will~~purposes ~~continue~~of toSection be18 ~~listed~~of ~~and~~the ~~traded~~Securities onExchange ~~the~~Act ~~NYSE~~of ~~American~~1934 ~~during~~(“Exchange ~~the~~Act”) ~~Plan~~or ~~Period,~~otherwise subject to the ~~Company’s~~liabilities ~~compliance~~of ~~with~~that ~~the~~section, ~~other~~nor ~~listing~~shall ~~requirements~~it ofbe ~~the~~deemed ~~NYSE~~incorporated ~~American.~~by ~~The~~reference ~~Common~~in ~~Stock~~any ~~will~~filing ~~continue to trade~~ under the ~~symbol~~Securities ~~“NCL”.~~Act ~~The~~of ~~Acceptance~~1933, ~~Letter~~as ~~does~~amended, ~~not~~or ~~affect~~ the ~~Company’s~~Exchange ~~ongoing~~Act, ~~business~~except ~~operations~~as orexpressly ~~its~~set ~~reporting~~forth ~~requirements~~by ~~with~~specific ~~the~~reference ~~Securities~~in ~~and~~such ~~Exchange~~a ~~Commission~~filing.

Item 8.01 Other Events.

On March 2, 2026, the Company issued a press release relating to the matters described in Item 3.01 of this Current Report on Form 8-K, a copy of which is attached hereto as

Exhibit

99.1.

Item 9.01 Financial Statement and Exhibits.

(d) Exhibits

Exhibit No.		Description
99.1		Press Release dated ~~March~~June 215, 2026.
104		Cover Page Interactive Data File (embedded within Inline XBRL document)

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

	NORTHANN CORP.
Date: March 2, 2026	By:	/s/ Lin Li
Date: June 15, 2026	By:	/s/ Lin Li
	Name:	Lin Li
	Title:	Chief Executive Officer

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