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): April 27, 2020

CAT9 Group Inc.

(Exact name of Registrant as specified in its charter)

Room 2001, Dading Century Square, No 387, Tianren Road, Wuhou District, Chengdu, Sichuan Province, China 610000

(ADDRESS OF PRINCIPAL EXECUTIVE OFFICES)

86 023 62984671

(ISSUER TELEPHONE NUMBER)

Room 1702, Building 2, No. 301, Yunan Avenue, Banan District, Chongqing, China 401320

(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 (see General Instruction A.2. below):

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.  ☐

Section 8 – Other Events

Item 8.01

Delayed Filing of Form 10-Q and Reliance on Order Regarding 45-Day Extension

The Company is relying on the 45 day relief period provided under the U.S. Securities and Exchange Commission’s Order under Section 36 of the Securities Exchange Act of 1934, granting exemptions from specified provisions of the Exchange Act and certain rules thereunder, published under Release No. 34-88465, dated March 25, 2020.

All of the Company’s operations are in China and many of its staff and representatives have been within areas of full quarantine until recently. The quarantine has impaired the Company’s ability to perform the necessary work on its 2020, Form 10-Q quarterly report. Due to these special circumstances, the Company seeks the 45 relief period in filing its 2020, Form 10-Q quarterly report. The Company believes it will be able to meet its obligation to file by the end of the 45 day relief period. Some of the Company’s operations were halted during quarantine procedures within affected areas of China during the first quarter of 2020.

Special Risk Factor due to the Novel Coronavirus (COVID-19)

The Company’s operations are in Chengdu, Sichuan Province, China. During late 2019, a virus now known as the Novel Coronavirus or “COVID-19” appeared in Wuhan, Hubei Province, China. During the first quarter of 2020, China had placed a mandatory quarantine on certain areas, specifically in Wuhan located in Hubei Province, amongst other areas within China. During this period, the Company’s employees and staff worked from home as advised by the government. To the extent the quarantine is placed back into effect, our operations may be significantly reduced and our sales could be impacted as a result. Investors and potential investors should consider these risks in owning or making an investment in our Company’s stock.

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.

CAT9 Group Inc. 

By: /s/ Wenfa “Simon” Sun

Wenfa “Simon” Sun

President, Chief Executive Officer, and Chairman of the Board of Directors

Dated: April 27, 2020