United States
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form
Current Report
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Item 8.01 Other Event
AGBA Group Holding Limited (the “Company”) has reason to believe that there has been irregular trading activities in the Company’s ordinary shares by unknown parties since April 28 2023. On those irregular trading days, trading volume represented more than 100% of the Company’s freely tradeable shares. The Company wanted to stress that the controlling shareholder, TAG Holdings Limited (“TAG”), currently holds 55,500,000 ordinary shares of AGBA (the “Ordinary Shares”), which represents approximately 82.3% of the Company’s outstanding Ordinary Shares as of the date of this report. TAG has not sold any Ordinary Shares since the date of the Company’s listing on Nasdaq in November 2022. All of the Ordinary Shares held by TAG are restricted shares and are required to be registered under the Securities Act of 1933 (the “Act”) or rely any applicable exemption from registration under the Act in order to be sold in the public market.
On October 3, 2023, the Company delivered a letter to the Securities and Exchange Commission and to Nasdaq regarding these abnormal trading activities. The Company is taking these matters seriously and is committed to ensuring that the Company’s shareholders are protected.
Item - 9.01 Financial Statements and Exhibits.
(d) Exhibits
| Number | Exhibit | |
| 99.1 | Press Release dated October 3, 2023 | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document). |
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SIGNATURE
Pursuant to the requirements of the Securities and Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| AGBA GROUP HOLDING LIMITED | |||
| By: | /s/ Shu Pei Huang, Desmond | ||
| Name: | Shu Pei Huang, Desmond | ||
| Title: | Acting Group Chief Financial Officer | ||
| Dated: October 3, 2023 | |||
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