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): November 4, 2020 (October 29, 2020)

 

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 88678707

 

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 October 29, 2020, Senmiao Technology Limited (the “Company”) held its 2020 annual meeting of stockholders (the “Annual Meeting”) at its principal executive offices. Of the 43,358,818 shares entitled to notice of and to vote at the Annual Meeting, 30,201,862 shares (or 69.7% of the total shares) of common stock of the Company were represented at the Annual Meeting. Set forth below are the proposals of matters acted upon by the stockholders at the Annual Meeting and the final voting results of each such proposal.

 

PROPOSAL 1 – ELECTION OF DIRECTORS

 

Stockholders were asked to consider and vote upon the election of Xi Wen, Trent D. Davis, Xiaojuan Lin, Sichun Wang and Jie Gao to serve as directors of the Company, each to hold office until the 2021 annual meeting of stockholders or until their successors are elected and qualified or until their earlier deaths, resignations or removals. The voting results are as follows:

 

    For   Withheld   Broker Non-Votes
Xi Wen   19,366,496   134,699   10,700,667
Trent D. Davis   19,234,452   266,743   10,700,667
Xiaojuan Lin   19,209,154   292,041   10,700,667
Sichun Wang   19,227,248   273,947   10,700,667
Jie Gao   19,335,580   165,615   10,700,667

 

PROPOSAL 2 – RATIFICATION OF THE APPOINTMENT OF THE COMPANY’S REGISTERED PUBLIC ACCOUNTING FIRM

 

Stockholders were asked to consider and vote upon a proposal to ratify the appointment of Friedman LLP as the Company’s registered public accounting firm for the fiscal year ending March 31, 2021. The voting results are as follows:

 

For   Against   Abstain
29,705,541   276,156   220,165

 

PROPOSAL 3 – AMENDMENT TO THE COMPANY’S ARTICLES OF INCORPORATION TO AFFECT A REVERSE STOCK SPLIT

 

Stockholders were asked to consider and vote upon a proposal to authorize the Board of Directors to effect a reverse stock split of the Company’s outstanding shares of common stock in a ratio of between one-for-five and one-for-ten, in its sole discretion, without further stockholder approval, by amending the Company’s Articles of Incorporation, as amended, at any time prior to the Company’s 2021 annual meeting of stockholders. The voting results are as follows:

 

For   Against   Abstain
27,838,415   2,294,804   68,643

 

 

 

 

SIGNATURE

 

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: November 4, 2020 SENMIAO TECHNOLOGY LIMITED
   
  By:   /s/ Xi Wen
  Name: Xi Wen
  Title:  Chief Executive Officer