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): September 16, 2020

 

Jerash Holdings (US), Inc.

(Exact name of registrant as specified in its charter)

 

Delaware   001-38474   81-4701719
(State or other jurisdiction
of incorporation) 		  (Commission File Number)   (IRS Employer
Identification No.)

 

277 Fairfield Road, Suite 338, Fairfield, NJ   07004
(Address of principal executive offices)   (Zip Code)

 

Registrant’s telephone number including area code: (214) 906-0065

 

 

(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 $0.001 per share   JRSH   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 ☒

 

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.

 

At the annual meeting of stockholders of Jerash Holdings (US), Inc. (the “Company”) held on September 16, 2020, the Company’s stockholders voted on the matters described below.

 

1. The Company’s stockholders elected five directors, each to serve until the 2021 annual meeting of stockholders and until their respective successors have been elected and qualified or until their earlier resignation or removal. The number of shares that (a) voted for the election of each director and (b) withheld authority to vote for each director is summarized in the table below:

 

Director Nominee   Votes For   Votes Withheld
Choi Lin Hung   8,935,506   4,520
Wei (“Kitty”) Yang   8,933,652   6,374
Ibrahim H. Saif   8,932,514   7,512
Bill Korn   8,932,514   7,512
Mak Chi Yan   8,932,456   7,570

 

There were 340,453 broker non-votes with respect to the election of each director. Broker non-votes represent shares held by broker nominees for beneficial owners that were not voted because the broker nominee did not receive voting instructions from the beneficial owner and lacked discretionary authority to vote the shares on a non-routine proposal.

 

2. The Company’s stockholders ratified the selection of Friedman LLP as the Company’s independent registered public accounting firm for the year ending March 31, 2021. The number of shares that voted for, against, and abstained from voting for this proposal is summarized in the table below:

 

Votes For   Votes Against   Abstentions
9,267,749   11,646   1,084

 

There were no broker non-votes on the proposal to ratify the selection of the Company’s independent registered public accounting firm for the year ending March 31, 2021.

 

Item 8.01 Other Events.

 

On September 17, 2020, the Company issued a press release to announce results of its annual meeting of stockholders held on September 16, 2020, and continued strong factory bookings into calendar year 2021. The press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K.

 

Item 9.01 Financial Statements and Exhibits.

 

(d) Exhibits.

 

Exhibit
Number 		  Exhibit
99.1   Press Release dated September 17, 2020

 

 

 

 

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.

 

  JERASH HOLDINGS (US), INC.
     
September 17, 2020 By: /s/ Choi Lin Hung
    Choi Lin Hung
   

Chairman of the Board of Directors,

Chief Executive Officer, President, and Treasurer

 

 

 

Exhibit 99.1

 

Jerash Announces Results of Annual Meeting, Strong Factory Bookings

Fairfield, New Jersey – September 17, 2020 – Jerash Holdings (US), Inc. (Nasdaq: JRSH) (the “Company” or “Jerash”), a producer of high-quality textile goods for leading global brands, today announced results of its annual meeting of stockholders held on September 16, 2020. The Company also announced continued strong factory bookings into calendar year 2021 as customers prioritize production with Jerash in order to take advantage of high-quality production with no tariff duties on goods imported to the United States and European Union.

At the annual meeting of stockholders held on September 16, 2020, stockholders approved the election of Samuel Choi, Kitty Yang, Ibrahim Saif, Bill Korn and Mak Chi Yan to the board of directors of the Company, and ratified the selection of Friedman LLP as the independent registered public accounting firm of the Company for the 2021 fiscal year.

“Jerash is fortunate to have the support of our stockholders in electing a strong board of directors with multinational business experience as we continue to execute on our growth strategies,” said Samuel Choi, Chairman and Chief Executive Officer of Jerash. “Our factories in Jordan are fully booked through the year end and quickly filling into the spring of 2021. We continue to expand our business activity with new customer brands, as well as ship initial orders for our new PPE products to both consumer and healthcare end customers. This is an exciting time for Jerash, and I wish to extend my thank to our employees for their diligence in working toward our continued success. With our debt-free balance sheet and strong cash position, we are well funded to take advantage of opportunities to further our capabilities and add capacity to support further growth ahead.”

About Jerash Holdings (US), Inc.

Jerash Holdings (US), Inc. (Nasdaq: JRSH) is a manufacturer utilized by many well-known brands and retailers, such as Walmart, Costco, Hanes, New Balance, G-III, VF Corporation (which owns brands such as The North Face, Timberland, JanSport, etc.), and PVH Corp. (which owns brands such as Calvin Klein, Tommy Hilfiger, IZOD, etc.). Its production facilities comprise four factory units, one workshop, and three warehouses and it currently employs approximately 4,100 people. The total annual capacity at its facilities was approximately 8.0 million pieces as of June 30, 2020. Additional information is available at http://www.jerashholdings.com.

 

Forward Looking Statements

This news release contains forward-looking statements that involve risks and uncertainties, which may cause actual results to differ materially from the statements made. When used in this document, the words “may”, “would”, “could”, “will”, “intend”, “plan”, “anticipate”, “believe”, “estimate”, “expect”, “seek”, “potential,” “outlook” and similar expressions are intended to identify forward-looking statements. Such statements reflect Jerash’s current views with respect to future events and are subject to such risks and uncertainties. Many factors could cause actual results to differ materially from the statements made, including those risks described from time to time in filings made by Jerash with the Securities and Exchange Commission. In addition, there is uncertainty about the further spread of the COVID-19 virus or the occurrence of a second wave of cases and the impact it may have on the Company’s operations, the demand for the Company’s products, global supply chains and economic activity in general. These and other risks and uncertainties are detailed in the Company’s filings with the Securities and Exchange Commission. Should one or more of these risks or uncertainties materialize, or should assumptions underlying the forward-looking statements prove incorrect, actual results may vary materially from those described herein as intended, planned, anticipated or expected. Statements contained in this news release regarding past trends or activities should not be taken as a representation that such trends or activities will continue in the future. Jerash does not intend and does not assume any obligation to update these forward-looking statements, other than as required by law.

Contact Information:

Matt Kreps, Darrow Associates Investor Relations

(214) 597-8200

mkreps@darrowir.com