Attached files

file filename
EX-99.1 - EXHIBIT 99.1 - HF Foods Group Inc.ex_177505.htm

 

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): March 11, 2020

 

HF FOODS GROUP INC.

(Exact Name of Registrant as Specified in Charter)

 

Delaware

State or Other Jurisdiction of

    Incorporation of Organization)  

001-38013

(Commission

File Number)

81-2717873

(IRS Employer

Identification Number)

 

6001 W. Market Street

Greensboro, NC

(Address of Principal Executive Offices)

 

27409

(Zip Code)

 

Registrant’s telephone number, including area code: (336) 268-2080

 

 

 


(Former Name or Former Address, if Changed Since Last Report)

 

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

 

Title of each class

Trading Symbol

Name of each exchange on which registered

Common Stock, $0.0001 par value

HFFG

Nasdaq Capital Market

 

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 (see General Instruction A.2. below):

 

 

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))

 

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

 

On March 11, 2020, Zhehui Ni notified HF Foods Group Inc. (the “Company”), that she is resigning her position as Director of the Company, effective June 30, 2020, due to personal and professional obligations.

 

The Company intends to confirm the appointment of a candidate for her replacement on the Board in due course.

 

Item 8.01. Other Events.

 

On March 16, 2020, HF Foods Group Inc. issued a press release announcing its 2019 financial results and pro forma figures reflecting the B&R Global Holdings merger transaction, a copy of which is attached as Exhibit 99.1 to this Current Report on Form 8-K.

 

Item 9.01.

Financial Statements and Exhibits.

  

 (d)

Exhibits

  

Exhibit

No.

 

Description

99.1

 

Press Release dated March 16, 2020

 

 

  

 

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.

 

 

HF FOODS GROUP INC.

 

 

 

 

 

 

 

Date: March 16, 2020

/s/ Zhou Min Ni

 

 

Zhou Min Ni

 

 

Co-Chief Executive Officer

 

 

 

 

 

/s/ Xiao Mou Zhang

 

 

Xiao Mou Zhang

 

 

Co-Chief Executive Officer