UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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): July 23, 2020
IT TECH PACKAGING, INC.
(Exact name of registrant as specified in its charter)
Nevada
(State or other jurisdiction of incorporation)
| 001-34577 | 20-4158835 | |
| (Commission File Number) | (IRS Employer Identification No.) |
|
Science Park, Juli Road Xushui District, Baoding City Hebei Province, People’s Republic of China |
072550 | |
| (Address of principal executive offices) | (Zip Code) |
(86) 312-8698215
(Registrant’s telephone number, including area code)
(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):
| ☐ | 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 (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. ☐
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 | ITP | NYSE American |
Item 5.07 Submission of Matters to a Vote of Security Holders.
The Company held its Annual Meeting of Stockholders on July 23, 2020, China time (the “Annual General Meeting”). A total of 18,361,056 shares of common stock, representing 64.39% of the shares of common stock outstanding and eligible to vote and constituting a quorum, were represented in person or by valid proxies at the Annual General Meeting. The final results for each of the matters submitted to a vote of stockholders at the Annual General Meeting as set forth in the Proxy Statement are as follows:
Proposal 1. All the three nominees for directors in Class II were elected to serve until the 2022 Annual General Meeting of Stockholders and until their respective successors have been duly elected and qualified, or until such director’s earlier resignation, removal or death. The result of the votes to elect the three directors was as follows:
| DIRECTORS: | FOR | AGAINST | ABSTAIN |
BROKER NON-VOTE |
||||||||||||
| Zhenyong Liu | 13,546,592 | 0 | 162,714 | 4,651,750 | ||||||||||||
| Fuzeng Liu | 13,544,032 | 0 | 165,274 | 4,651,750 | ||||||||||||
| Lusha Niu | 13,553,901 | 0 | 155,405 | 4,651,750 | ||||||||||||
Proposal 2. The appointment of WWC, P.C. Certified Public Accountants as the Company’s independent registered public accounting firm for fiscal year 2020 was ratified by the stockholders by the votes set forth in the table below:
| FOR | AGAINST | ABSTAIN | ||||||||
| 18,103,892 | 129,108 | 128,056 | ||||||||
There were no broker non-votes with respect to the appointment of WWC, P.C. Certified Public Accountants.
Proposal 3. Advisory vote on executive compensation:
| FOR | AGAINST | ABSTAIN |
BROKER NON-VOTE |
|||||||||||
| 12,480,582 | 801,024 | 427,700 | 4,651,750 | |||||||||||
Proposal 4. Approval of a reduction in exercise price of outstanding warrants issued in a private placement and the issuance of common stock representing more than 20% of common stock issued and outstanding upon exercise of the warrants in accordance with NYSE American Rule 713(a)(ii):
| FOR | AGAINST | ABSTAIN |
BROKER NON-VOTE |
|||||||||||
| 12,634,935 | 975,218 | 99,153 | 4,651,750 | |||||||||||
Item 8.01 Other Events.
On July 24, 2020, the Company issued a press release announcing the results of the Annual General Meeting. A copy of the press release that discusses this matter is filed as Exhibit 99.1 to, and incorporated by reference in this report.
Item 9.01 Financial Statements and Exhibits
(d) Exhibits.
| 99.1 | Press release, dated July 24, 2020. |
1
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.
| IT TECH PACKAGING, INC. | |||
| Date: July 24, 2020 | By: | /s/ Zhenyong Liu | |
| Name: | Zhenyong Liu | ||
| Title: | Chief Executive Officer | ||
2
Exhibit 99.1
IT Tech Packaging, Inc. Announces Results of 2020 Annual General Meeting of Stockholders
BAODING, China, July 24, 2020 /PRNewswire/ -- IT Tech Packaging, Inc. (NYSE American: ITP) (“IT Tech Packaging” or the “Company”), a leading manufacturer and distributor of diversified paper products in North China, today announced the results of the Company’s 2020 Annual General Meeting of Stockholders (the “Annual Meeting”) held at the Company’s production base in Wei County, Hebei Province, China. at 10:00 a.m., Beijing Time, on Thursday, July 23, 2020.
At the Annual Meeting, IT Tech Packaging’s stockholders:
| 1. | Elected three Class II directors (Zhenyong Liu, Fuzeng Liu and Lusha Niu) to serve on the Board of Directors of the Company, with such Class II directors to serve until the 2022 annual meeting of stockholders and until their respective successors have been duly elected and qualified or until their earlier resignation, removal or death; |
| 2. | Ratified the appointment of WWC, P.C. Certified Public Accountants as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2020; |
| 3. | Conducted a “say-on-say” advisory vote to approve executive compensation; and |
| 4. | Approved a reduction in the exercise price of outstanding warrants issued in a private placement and the approval of the issuance of common stock representing more than 20% of the Company’s common stock issued and outstanding upon exercise of the warrants in accordance with NYSE American Rule 713(a)(ii). |
About IT Tech Packaging, Inc.
Founded in 1996, IT Tech Packaging, Inc. is a leading manufacturer and distributor of diversified paper products and single-use face masks in North China. Using recycled paper as its primary raw material (with the exception of its tissue paper products), ITP produces and distributes three categories of paper products: corrugating medium paper, offset printing paper and tissue paper products. With production based in Baoding and Xingtai in North China’s Hebei Province, ITP is located strategically close to the Beijing and Tianjin region, home to a growing base of industrial and manufacturing activities and one of the largest markets for paper products consumption in the country. ITP has been listed on the NYSE American since December 2009. For more information, please visit: http://www.itpackaging.cn/ .
Safe Harbor Statements
This press release may contain forward-looking statements. These forward-looking statements involve inherent risks and uncertainties that could cause actual results to differ materially from those projected or anticipated, including risks outlined in the Company’s public filings with the Securities and Exchange Commission, including the Company’s latest annual report on Form 10-K. All information provided in this press release speaks as of the date hereof. Except as otherwise required by law, the Company undertakes no obligation to update or revise its forward-looking statements.
For more information, please contact:
At the Company
Email: ir@itpackaging.cn
Tel: +86 0312 8698215
Investor Relations:
EverGreen Consulting Inc.
Janice Wang
+86-13811768559
+1-908-510-2351
Email: ir@changqingconsulting.com