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    Maison Solutions Inc. filed SEC Form 8-K: Other Events, Financial Statements and Exhibits

    12/18/25 9:40:57 PM ET
    $MSS
    Food Chains
    Consumer Staples
    Get the next $MSS alert in real time by email
    false 0001892292 0001892292 2025-12-18 2025-12-18 iso4217:USD xbrli:shares iso4217:USD xbrli:shares

     

     

    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): December 18, 2025

     

    Maison Solutions Inc. 

    (Exact name of registrant as specified in its charter)

     

    Delaware   001-41720   84-2498787

    (State or other jurisdiction

    of incorporation)

      (Commission File Number)  

    (IRS Employer

    Identification No.)

     

    127 N Garfield Ave, Monterey Park, CA 91754   91754
    (Address of principal executive offices)   (Zip Code)

     

    (626) 737-5888

    (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
    Class A Common Stock, par value $0.0001 per share   MSS   The Nasdaq Stock Market

     

    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 December 18, 2025, we entered into a consent and waiver with the investor holding our Senior Secured Convertible Promissory Note dated October 1, 2025 and our Convertible Note dated October 22, 2025 (collectively, the “Notes”), pursuant to which certain restrictive covenants in the Notes and their related transaction documents were waived for a limited purpose. The form of consent and waiver is furnished herewith as Exhibit 99.1

     

    Item 9.01. Financial Statements and Exhibits

     

    Exhibit No.   Description
    99.1   Form of Consent and Waiver dated December 18, 2025
    104   Cover Page Interactive Data File (embedded within the Inline XBRL document) 

     

    1

     

     

    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.

     

      Maison Solutions Inc.
         
    Date: December 19, 2025 By: /s/ John Xu
      Name:  John Xu
      Title: Chief Executive Officer

     

     

    2

     

     

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