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):
May 5, 2025 (
(Exact Name of Registrant as Specified in its Charter)
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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.
On April 29, 2025, Yotta Acquisition Corporation (the “Company”) reported the death of Brandon Miller, a member of the Company’s board of directors (the “Board”) and the Chairperson of the Audit Committee.
On April 29, 2025, the Board appointed Qi Gong, a current member of the Board, to serve as Chairperson of the Audit Committee. On the same day, the Board appointed Ping Zhang as a member of the Board, including committee positions on the Audit Committee, the Compensation Committee, and the Nominating Committee, to fill the vacancy created by Mr. Miller’s death. The Board has determined that Mr. Zhang satisfies the current “independent director” standards established by the rules of the Nasdaq Stock Market.
Mr. Zhang has been serving as a member of the board of directors of Quartzsea Acquisition Corporation (Nasdaq: QSEA) since November 2024, and as General Manager of Green Leaf Air Freight Inc., a U.S.-based investment and air freight company, since November 2020. Prior to that, he founded Shanghai Tongli Advertising Co., Ltd., an advertising company, and served as its General Manager from February 2006 to November 2020. Earlier in his career, Mr. Zhang founded Hunan Silver Fox Advertising Company, an advertising company in China, and served as its General Manager.
There are no other arrangements or understandings between Mr. Zhang and any other person pursuant to which he was selected to serve on the Board. There are no family relationships between Mr. Zhang and any director or executive officer of the Company, and he has no direct or indirect material interest in any transaction required to be disclosed pursuant to Item 404(a) of Regulation S-K.
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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.
May 5, 2025
| Yotta Acquisition Corporation | ||
| By: | /s/ Hui Chen | |
| Name: | Hui Chen | |
| Title: | Chief Executive Officer | |
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