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
Date
of report (Date of earliest event reported):
(formerly known as “WeTrade Group Inc.”)
(Exact name of Company as specified in charter)
(State or other jurisdiction of incorporation or organization) |
(Commission File Number) |
(I.R.S. Employer Identification Number) |
(Address, including zip code, and telephone number, including area code, of principal executive offices)
Wyoming Registered Agent
1621 Central Ave Cheyenne, Wyoming 82001
(Name, address, including zip code, and telephone number, including area code, of agent for service)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the Company under any of the following provisions (see General Instruction A.2. below):
| 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 | ||
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 3.02 Unregistered Sales of Equity Securities
As previously reported in a Current Report on Form 8-K filed on April 12, 2024, on April 8, the Board of Directors of Next Technology Holding Inc., a Wyoming corporation (the “Company”), approved the issuance of an aggregate of 411,280 shares of common stock of the Company (the “Common Stock”) to several professional parties (collectively, “Consultants”) at a per share purchase price of US$4.8 per share for an aggregate price of US$1,974,140, in exchange for the settlement and full satisfaction of the outstanding and unpaid professional fees owed by the Company to these Consultants in the total amount of US$1,974,140 (the “Outstanding Fees”).
On May 23,2024, the Company issued an aggregate of 411,280 shares of Common Stock to the Consultants at US$4.8 per share (the “Issuance”) in exchange for full satisfaction of the Outstanding Fees. The Issuance was completed pursuant to the exemption from registration provided by Section 4(a)(2) of the Securities Act of 1933, as amended (the “Securities Act”)and/or Regulation S promulgated under the Securities Act. The offer and sale of the shares of Common Stock have not been registered under the Securities Act, or applicable state securities laws, and accordingly may not be offered or sold except pursuant to an effective registration statement or an applicable exemption from the registration requirements of the Securities Act and such applicable state securities laws.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
| Exhibit Number | Description | |
| 10.4 | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the Company has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| Next Technology Holding Inc. | ||
| By: | /s/ Liu Weihong | |
| Name: | Weihong LIU | |
| Title: | Chief Executive Officer | |
Dated: May 28, 2024