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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 8-K

 

CURRENT REPORT

Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934

 

Date of Report (Date of earliest event reported): September 28, 2021

 

SENMIAO TECHNOLOGY LIMITED
(Exact name of registrant as specified in its charter)

 

Nevada   001-38426   35-2600898
(State or other jurisdiction
of incorporation)
  (Commission File Number)   (IRS Employer
Identification No.)

 

16F, Shihao Square, Middle Jiannan Blvd.

High-Tech Zone, Chengdu

Sichuan, People’s Republic of China

 

 

610000

(Address of principal executive offices)   (Zip Code)

 

Registrant’s telephone number, including area code: +86 28 61554399

 

Not Applicable
(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 of the registrant under any of the following provisions:

 

¨ 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
Common Stock, par value $0.0001 per share   AIHS   The Nasdaq Stock Market LLC

 

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 x

 

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 5.07 Submission of Matters to a Vote of Security Holders.

 

On September 28, 2021, Senmiao Technology Limited (the “Company”) held its annual meeting of shareholders for its fiscal year ended March 31, 2021. Holders of 36,030,790 shares of the Company’s common stock were present in person or by proxy at the Annual Meeting, representing 65.02% of the total outstanding shares of common stock and therefore constituting a quorum of more than a majority of the shares outstanding and entitled to vote at the Annual Meeting as of the record date of August 6, 2021. The final voting results for each matter submitted to a vote of shareholders at the meeting are as follows. Other than proposal 2 below, broker non-votes for each of the other proposals are 17,409,245.

 

1. A proposal to elect five directors to the Company’s board of directors to hold office until the next annual meeting and until their successors are duly elected and qualified:

 

Director’s Name   Votes For   Votes Withheld
Xi Wen   18,375,024   246,521
Xiaojuan Lin   18,193,689   427,856
Trent D. Davis   18,154,989   466,556
Sichun Wang   18,193,282   428,263
Jie Gao   18,417,586   203,959

 

2. A proposal to ratify the appointment of Friedman LLP as the Company's independent registered public accounting firm for the fiscal year ending March 31, 2022:

 

For   Against   Abstain
35,621,474   297,545   111,771

 

3. A proposal to approve the amendment to the Company’s Articles of Incorporation, as amended, to increase the number of authorized shares of common stock from 100,000,000 shares to 500,000,000 shares, and to correspondingly increase the number of authorized shares of preferred stock from 10,000,000 shares to 50,000,000 shares:

 

For   Against      Abstain 
 17,063,107   1,544,837   13,601 

 

4. A proposal to approve future adjustments of exercise prices of our warrants below their floor prices in accordance with the terms of such warrants:

 

For   Against   Abstain
18,040,180   563,762   17,603

 

Pursuant to the foregoing votes, (i) Xi Wen, Xiaojuan Lin, Trent D. Davis, Sichun Wang and Jie Gao were elected to serve as the Company’s board of directors to hold office until the next annual meeting and until their successors are duly elected and qualified; (ii) Friedman LLP was ratified as the Company’s independent registered public accounting firm for the fiscal year ending March 31, 2022; (iii) the amendment to the Company’s Articles of Incorporation, as amended, to increase the number of authorized shares of common stock from 100,000,000 shares to 500,000,000 shares, and to correspondingly increase the number of authorized shares of preferred stock from 10,000,000 shares to 50,000,000 shares was approved; and (iv) future adjustments of exercise prices of our warrants below their floor prices in accordance with the terms of such warrants were approved.

 

 

 

 

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.

  

  SENMIAO TECHNOLOGY LIMITED  
       
Date: September 30, 2021 By: /s/ Xiaoyuan Zhang
  Name:  Xiaoyuan Zhang  
  Title: Chief Financial Officer