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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

 

April 14, 2022

Date of Report (Date of earliest event reported)

 

HHG Capital Corporation

(Exact Name of Registrant as Specified in its Charter)

 

British Virgin Islands   001-40820   n/a

(State or other jurisdiction

of incorporation)

 

(Commission

File Number)

 

(I.R.S. Employer

Identification No.)

 

1 Commonwealth Lane

#03-20, Singapore

  149544
(Address of Principal Executive Offices)   (Zip Code)

 

Registrant’s telephone number, including area code: +65 6659 1335

 

N/A

(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
   
Soliciting material pursuant to Rule 14a-12 under the Exchange Act
   
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act
   
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act

 

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class   Trading Symbol   Name of each exchange on which registered
Units   HHGCU   NASDAQ Capital Market
Ordinary Shares   HHGC   NASDAQ Capital Market
Warrants   HHGCW   NASDAQ Capital Market
Rights   HHGCR   NASDAQ Capital Market

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).

 

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 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

 

Resignation of Denise Cho as Director

 

On April 14, 2022, Denise Cho notified HHG Capital Corp. (the “Company”) that she is resigning from the Board of Directors (the “Board”) of the Company effective on that date. Prior to her resignation, Ms. Cho served as chair of the Audit Committee of the Board and as a member of the Nominating Committee of the Board and the Compensation Committee of the Board.

 

Appointment of Siang Yong Chew as Director

 

On April 14, 2022, the Board appointed Siang Yong Chew to fill a vacancy on, and serve as a member of, the Board, with immediate effect, until such time as he resigns or is removed and his successor appointed. There is no arrangement or understanding between Mr. Chew and the Company or any other person pursuant to which he was elected as a director. Mr. Chew will serve as chair of the Audit Committee of the Board and as a member of the Nominating Committee of the Board and the Compensation Committee of the Board. The Board has also determined that Mr. Chew qualifies as an “audit committee financial expert,” as defined under the rules and regulations of the Securities and Exchange Commission.

 

There are no related party transactions involving Mr. Chew that are reportable under Item 404(a) of Regulation S-K. There are no material plans, contracts or arrangements to which Mr. Chew is a party or in which he would participate being entered into in connection with his appointment as a director of the Board.

 

 

 

 

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.

 

Dated: April 14, 2022  
   
HHG CAPITAL CORPORATION.  
     
By: /s/ Chee Shiong (Keith) Kok  
Name: Chee Shiong (Keith) Kok  
Title: Chief Executive Officer