UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
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Item 8.01. Other Events.
Stardust Power Inc. (the “Company”) qualified as a “controlled company” within the meaning of the corporate governance standards of the Nasdaq Stock Market LLC (“Nasdaq”) since completing its business combination in July 2024, because more than 50% of the voting power for the election of directors was held by Roshan Pujari, the Company’s Chairman of the Board and Chief Executive Officer.
For estate planning purposes and with approval of the Company’s Board of Directors, on April 16, 2025 and April 17, 2025, Mr. Pujari transferred 2,880,000 shares of the Company’s common stock (“Common Stock”) for no consideration to an irrevocable trust for the benefit of a member of Mr. Pujari’s family. After giving effect to such transfer, Mr. Pujari ceased to have voting or dispositive power over such shares of Common Stock held by the trust. As a result, Mr. Pujari no longer holds 50% of the voting power for the election of directors of the Company, the Company no longer qualifies as a controlled company and is no longer afforded certain corporate governance exemptions by the Nasdaq. However, because the Company has not availed itself of any such exemptions, therefore it is not required to make any changes to its corporate governance.
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.
| Date: April 17, 2025 | STARDUST POWER INC. |
| /s/ Roshan Pujari | |
| Roshan Pujari | |
| Chief Executive Officer |
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