Current Report Filing (8-k)
May 03 2021 - 10:01AM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or Section 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of Earliest Event Reported):
April 27, 2021
TD Holdings, Inc.
(Exact name of registrant as specified in its charter)
Delaware
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001-36055
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45-4077653
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(State or other jurisdiction
of incorporation)
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(Commission File Number)
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(IRS Employer
Identification No.)
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25th Floor, Block C, Tairan Building
No. 31 Tairan 8th Road, Futian District
Shenzhen, Guangdong, PRC 518000
(Address of Principal Executive Offices)
+86 (0755) 88898711
(Issuer’s telephone number)
(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 to the registrant under any of the following provisions:
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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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. ☐
Securities registered pursuant to Section 12(b)
of the Act:
Title of each class
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Trading Symbol(s)
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Name of each exchange on which
registered
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Common Stock, par value $0.001
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GLG
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Nasdaq Capital Market
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Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
Resignation of Siyuan Zhu
On April 27, 2021, Ms. Siyuan
Zhu resigned from her position as a director of the board of directors (the “Board”) and chairwoman of the audit committee
(the “Audit Committee”) of the Board of TD Holdings, Inc. (the “Company”) effective immediately.
Ms. Zhu’s resignation is not as a result of any disagreement with the Company relating to its operations, policies or practices.
Appointment of Heung Ming (Henry) Wong
Effective April 27, 2021,
the Board appointed Mr. Heung Ming (Henry) Wong as a director of the Board and chairman of the Audit Committee to fill the vacancy created
by the resignation of Ms. Siyuan Zhu.
The biographical information
of Mr. Wong is set forth below.
Mr. Henry Heung Ming
Wong, aged 51, was the independent non-executive director of Shifang Holding Limited (stock code: 1831) and Raffles Interiors Limited
(stock code: 1376) since 8 November 2010 and 30 March 2020 respectively. Both companies listed on the Hong Kong Main Board of the Stock
Exchange. Mr. Wong has more than 27 years of experience in finance, accounting, internal controls and corporate governance in the United
States, Singapore, China and Hong Kong. Prior to that, Mr. Wong was the CFO of a Nasdaq listed Company, Meten EdtechX Group Ltd (stock
ticker: METX) from June 2020 to March 2021. Mr. Wong was also the CFO and senior finance executives of various company including being
the CFO of the Frontier Services Group Limited, a company listed on the Main Board of the Stock Exchange (stock code: 0500) and the CFO
of Beijing Oriental Yuhong Waterproof Technology Co., Ltd., the leading waterproof materials manufacturer in China and a company listed
on the Shenzhen Stock Exchange (stock code: 2271). Mr. Wong began his career in an international accounting firm and moved along in audit
fields by taking some senior positions both in internal and external audits including being a senior manager and a manager in PricewaterhouseCoopers,
Beijing office and Deloitte Touche Tohmatsu, Hong Kong, respectively. Mr. Wong graduated from City University of Hong Kong in 1993 with
a bachelor’s degree in Accountancy and also obtained a master’s degree in Electronic Commerce from The Open University of
Hong Kong in 2003. He is a fellow member of the Association of Chartered Certified Accountants and the Hong Kong Institute of Certified
Public Accountants.
Mr. Wong does not have a family
relationship with any director or executive officer of the Company and has not been involved in any transaction with the Company during
the past two years that would require disclosure under Item 404(a) of Regulation S-K.
Mr. Wong also entered into a director
offer letter (the “Offer Letter”) with the Company, which sets his annual compensation at 30,000 shares of the Company’s
common stock and establishes other terms and conditions governing his service to the Company. The Offer Letter is qualified in its entirety
by reference to the complete text of the Offer Letter, which is filed hereto as Exhibits 10.1.
Item 9.01 Financial Statement 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.
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TD HOLDINGS, INC.
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Date: May 3, 2021
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By:
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/s/ Renmei Ouyang
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Name:
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Renmei Ouyang
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Title:
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Chief Executive Officer
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