Report of Foreign Issuer Pursuant to Rule 13a-16 or 15d-16 (6-k)
April 26 2021 - 8:01AM
Edgar (US Regulatory)
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
WASHINGTON,
D.C. 20549
FORM
6-K
REPORT
OF FOREIGN PRIVATE ISSUER
PURSUANT
TO RULE 13a-16 OR 15d-16 UNDER
THE
SECURITIES EXCHANGE ACT OF 1934
For
the month of April 2021
Commission
File Number: 001-38421
BIT
DIGITAL, INC.
(Translation
of registrant’s name into English)
33
Irving Place, New York ,NY 10003
(Address
of principal executive offices)
Indicate
by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F
Form
20-F ☒ Form 40-F ☐
Indicate
by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): ☐
Indicate
by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): ☐
Other
Events- Submission of Matters to a Vote of Security Holders.
On
April 20, 2021, Bit Digital, Inc. (the “Company”) held its 2020 Annual Meeting of Shareholders (the “Meeting”).
The following matters were submitted to a vote of the Company’s shareholders at the Meeting: (i) the election of five (5) directors
to serve until the next annual meeting of shareholders and until their successors are duly elected and qualified; (ii) to approve the
2021 Omnibus Equity Incentive Plan; (iii) to ratify the appointment of Audit Alliance, LLP to serve as independent registered public
accounting firm for the year ending December 31, 2021; (iv) to approve the creation and issuance of a preferred class of shares in the
Company’s share capital; (v) to amend the Company’s authorized share capital to provide for a new class of preference shares;
(vi) to approve and adopt amended and restated versions of the Company’s Memorandum and Articles of Association; and (vii) to approve
the repurchase by the Company of certain of its ordinary shares.
At
the Meeting, a total of 20,822,825 ordinary shares of the Company voted in person or by proxy, out of 48,320,870 (43.09%) ordinary
shares entitled to vote at the Meeting. Set forth below are the number of votes cast for,against, abstained or withheld, as to each matter:
Proposal
1. Election of Five (5) Directors:
Nominee
|
|
For
|
|
|
Against
|
|
|
Abstained
|
|
Zhaohui Deng
|
|
|
20,812,810
|
|
|
|
0
|
|
|
|
10,015
|
|
Erke Huang
|
|
|
20,812,471
|
|
|
|
0
|
|
|
|
10,354
|
|
Ichi Shih
|
|
|
20,812,765
|
|
|
|
0
|
|
|
|
10,060
|
|
Min Hu
|
|
|
20,812,647
|
|
|
|
0
|
|
|
|
10,177
|
|
Yan Xiong
|
|
|
20,812,800
|
|
|
|
0
|
|
|
|
10,024
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Proposal 2
|
|
|
|
|
|
|
|
|
|
|
|
|
To approve the 2021 Omnibus Equity Incentive Plan
|
|
|
20,712,309
|
|
|
|
107,558
|
|
|
|
2,956
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Proposal 3
|
|
|
|
|
|
|
|
|
|
|
|
|
Ratification of the selection by the Audit Committee of Audit Alliance, LLP to serve as our independent registered public accounting firm for the year ending December 31, 2021.
|
|
|
20,812,132
|
|
|
|
5,448
|
|
|
|
5,244
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Proposal 4
|
|
|
|
|
|
|
|
|
|
|
|
|
To approve the creation and issuance of a preferred class of shares in the Company’s share capital.
|
|
|
20,689,291
|
|
|
|
126,740
|
|
|
|
6,792
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Proposal 5
|
|
|
|
|
|
|
|
|
|
|
|
|
To amend the Company’s authorized share capital to provide for a new class of preference shares.
|
|
|
20,685,520
|
|
|
|
129,811
|
|
|
|
7,493
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Proposal 6
|
|
|
|
|
|
|
|
|
|
|
|
|
To approve and adopt amended and restated versions of the Company’s Memorandum and Articles of Association.
|
|
|
20,715,865
|
|
|
|
98,649
|
|
|
|
8,310
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Proposal 7
|
|
|
|
|
|
|
|
|
|
|
|
|
To approve the repurchase by the Company of certain of its ordinary shares
|
|
|
20,727,424
|
|
|
|
93,203
|
|
|
|
2,197
|
|
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, thereunto duly authorized.
|
Bit
Digital, Inc.
|
|
(Registrant)
|
|
|
|
By:
|
/s/
Erke Huang
|
|
Name:
|
Erke Huang
|
|
Title:
|
Chief Financial
Officer
|
Date:
April 26, 2021
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