UNITED STATES
SECURITIES
AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
______________
FORM
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d)
OF THE
SECURITIES EXCHANGE ACT OF 1934
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Indicate by check mark whether the registrant is an emerging growth company
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Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered | ||
1.01 Entry into a Material Definitive Agreement.
On September 5, 2024, ZW Data Action Technologies Inc. (the “Company”) entered into a Securities Purchase Agreement (the “Optimal Agreement”) with Optimal Success Investments Limited, a British Virgin Island company (the “Optimal Success”), pursuant to which Optimal Success agreed to purchase 358,424 shares of common stock of the Company, par value $0.001 per share for an aggregate purchase price of US$268,818. The closing shall take place on the date mutually agreed by the parties, subject to the closing conditions contained in the Optimal Agreement. On the date that the Optimal Agreement was signed, Optimal Success also entered into a lock-up agreement with the Company, whereby Optimal Success agreed not to transfer the shares until six-month anniversary of the date of the Optimal Agreement.
Subsequently, on September 6, 2024, the Company entered into a Securities Purchase Agreement (the “Amber Agreement”) with Amber Strong International Limited, a British Virgin Island company (the “Amber Strong”), pursuant to which Amber Strong agreed to purchase 358,424 shares of common stock of the Company, par value $0.001 per share for an aggregate purchase price of US$268,818. The closing shall take place on the date mutually agreed by the parties, subject to the closing conditions contained in the Amber Agreement. On the date that the Amber Agreement was signed, Amber Strong also entered into a lock-up agreement with the Company, whereby Amber Strong agreed not to transfer the shares until six-month anniversary of the date of the Amber Agreement.
Copies of the securities purchase agreements and the lock-op agreements are attached to this Current Report on Form 8-K as Exhibits 10.1, 10.2, 10.3 and 10.4 and are incorporated herein by reference.
Item 3.02 Unregistered Sales of Equity Securities.
The disclosure required by this Item and included in Item 1.01 of this Current Report is incorporated herein by reference. The shares were sold without registration under the Securities Act of 1933, as amended (the “Securities Act”), in reliance on the exemptions provided by Section 4(a)(2) of the Securities Act and Regulations D and S promulgated thereunder as sales to accredited investors and in reliance on similar exemptions under applicable state laws.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
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 hereunto duly authorized.
| ZW DATA ACTION TECHNOLOGIES INC. | ||
| Dated: September 9, 2024 | ||
| By: | /s/ Handong Cheng | |
| Name: Handong Cheng | ||
| Title: Chief Executive Officer and Acting Chief Financial Officer | ||