0001422892 false 0001422892 2023-10-18 2023-10-18 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): October 18, 2023

 

SINGULARITY FUTURE TECHNOLOGY LTD.
(Exact name of registrant as specified in its charter)

 

Virginia   001-34024   11-3588546
(State or other jurisdiction
of incorporation)		   (Commission File Number)   (IRS Employer
Identification No.)

 

98 Cutter Mill Road

Suite 322

Great Neck, NY 11021

 

(Address of principal executive offices) (Zip Code)

 

Registrant’s telephone number, including area code: (718) 888-1814

 

Not Applicable
(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, no par value   SGLY   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 5.07 Submission of Matters to a Vote of Security Holders.

 

On October 18, 2022, Singularity Future Technology Ltd. (the “Company”) held its annual meeting of shareholders for its fiscal year ended June 30, 2022. The voting results for each matter submitted to a vote at the meeting are as follows:

 

1.Election of Two Class I Directors

 

Each of the following nominees was elected as a Class I Director to serve on the Board of Directors of the Company (the “Board”) until the annual meeting of shareholders for the fiscal year of 2025 or until his or her successor is duly elected and qualified.

 

   For   Against   Abstain / Withhold 
Ziyuan Liu   12,056,394    501,131    265,166 
Xu Zhao   12,054,906    501,130    266,655 

 

2.The shareholders granted discretionary authority to the Board to amend the Company’s Amended and Restated Articles of Incorporation to effect a reverse stock split of the common stock of the Company within the range of 1-2 to 1-10 shares  to be determined by the Board and with the reverse stock split to be effective at such time and date, if at all, as determined by the Board, but not later than the first anniversary of its approval by the shareholders of the Company.  

 

For   Against   Abstain
12,650,906   684,827   2,793

 

3.Shareholders approved, on an advisory, non-binding basis, the Company’s executive compensation.

 

For   Against   Abstain
12,719,961   684,893   16,126

 

4.Shareholders approved, on an advisory, non-binding basis, the frequency of the advisory votes on the Company’s executive compensation.

 

Every Year   Every Two Years   Every Three Years   Abstain
12,145,514   7,226   7,857   671,170

 

5.Shareholders ratified the appointment of Audit Alliance LLP as the Company’s independent registered public accounting firm for the fiscal year ended June 30, 2023.

 

For   Against   Abstain
12,733,358   684,827   2,793

 

1

 

 

SIGNATURE

 

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.

 

Dated: October 20, 2023 Singularity Future Technology Ltd.
     
  By: /s/ Ziyuan Liu
  Name:  Ziyuan Liu
  Title: Chief Executive Officer

 

 

2

 

 

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Cover
Oct. 18, 2023
Cover [Abstract]  
Document Type 8-K
Amendment Flag false
Document Period End Date Oct. 18, 2023
Entity File Number 001-34024
Entity Registrant Name SINGULARITY FUTURE TECHNOLOGY LTD.
Entity Central Index Key 0001422892
Entity Tax Identification Number 11-3588546
Entity Incorporation, State or Country Code VA
Entity Address, Address Line One 98 Cutter Mill Road
Entity Address, Address Line Two Suite 322
Entity Address, City or Town Great Neck
Entity Address, State or Province NY
Entity Address, Postal Zip Code 11021
City Area Code 718
Local Phone Number 888-1814
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Pre-commencement Tender Offer false
Pre-commencement Issuer Tender Offer false
Title of 12(b) Security Common stock, no par value
Trading Symbol SGLY
Security Exchange Name NASDAQ
Entity Emerging Growth Company false
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