SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 6-K
REPORT OF FOREIGN PRIVATE ISSUER
PURSUANT TO RULE 13a-16 OR 15d-16 OF
THE SECURITIES EXCHANGE ACT OF 1934
For the month of August 2022
Commission File Number 001-38490
HIGHWAY HOLDINGS LIMITED
(Translation of Registrant’s Name Into English)
Suite 1801, Level 18
Landmark North
39 Lung Sum Avenue
Sheung Shui
New Territories, Hong Kong
(Address of Principal Executive Offices)
Indicate by check mark whether
the registrant files or will file annual reports under cover of Form 20-F or Form 40-F. Form 20-F ☒ Form 40-F ☐
Indicate by check mark if
the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): ___
Indicate by check mark if
the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): ___
Attached to this Report on
Form 6-K is the press release issued by Highway Holdings Limited (the “Company”) on August 11, 2022.
On July 28, 2022, Roland W.
Kohl, Chief Executive Officer, Director and Chairman of the Board, purchased 50,000 common shares of the Company, at a price of $1.97
per share, by exercising an option.
On August 15, 2022, the Company held its Annual
Meeting of Shareholders (the “Annual Shareholders Meeting”) at the offices of TroyGould PC, 1801 Century Park East, Suite
1600, Los Angeles, California U.S.A. At the Annual Shareholders Meeting, the Company’s shareholders voted on three proposals, each
of which is described in more detail in the Company’s Proxy Statement filed as Exhibit 99.2 on the Company’s Report
of Foreign Private Issuer on Form 6-K filed with the Securities and Exchange Commission on July 1, 2022 (the “Proxy Statement”).
At the Annual Shareholders Meeting, 2,479,667 common shares, or approximately 61.42% of common shares outstanding at the record date of
June 24, 2022 were present at the meeting in person or by proxy. The following is a brief description of each matter voted upon and the
certified results, including the number of votes cast for and against each matter.
| ● | Proposal 1: to elect Roland W. Kohl, Tiko Aharonov
and Irene Wong Ping Yim to the Company’s Board of Directors as Class III directors for a three-year term expiring at the 2025 Annual
Meeting of Shareholders; and |
| ● | Proposal 2: a proposal to ratify the selection by the
Board of Directors of Centurion ZD CPA & Co. as the independent accountants of the Company for the fiscal year ending March 31, 2023. |
Voting Results
Proposal 1: Roland W. Kohl, Tiko Aharonov
and Irene Wong Ping Yim were elected as directors on the following vote:
| ● | Roland W. Kohl was elected with 1,885,158 “FOR”
votes and 9,418 “WITHHELD” votes; |
| ● | Tiko Aharonov was elected with 1,681,791 “FOR”
votes and 212,785 “WITHHELD” votes; and |
| ● | Irene Wong Ping Yim was elected with 1,878,026 “FOR”
votes and 16,550 “WITHHELD” votes. |
Proposal 2: This proposal was approved with
2,468,985 “FOR” votes, 4,162 “AGAINST” votes and 6,520 “ABSTAIN” votes.
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 thereunto duly authorized.
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HIGHWAY HOLDINGS LIMITED |
| |
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| Date: August 31, 2022 |
By |
/s/ ROLAND W. KOHL |
| |
|
Roland W. Kohl |
| |
|
Chief Executive Officer |
2
Exhibit 99.1
 |
NEWS RELEASE |
CONTACT:
Gary S. Maier
(310) 471-1288
HIGHWAY HOLDINGS LIMITED DECLARES CASH DIVIDEND
HONG KONG – August 11, 2022--
Highway Holdings Limited (Nasdaq:HIHO) today announced its board of directors has declared a cash dividend of $0.15 per share
on the company’s common stock. The dividend will be paid on October 7, 2022 to shareholders of record on September 30,
2022.
About Highway Holdings
Highway Holdings is an international manufacturer
of a wide variety of quality parts products for blue chip equipment manufacturers based primarily in Germany. Highway Holdings’
administrative offices are located in Hong Kong, and its manufacturing facilities are located in Yangon, Myanmar and Shenzhen, China.
Except for the historical information contained
herein, the matters discussed in this press release are forward-looking statements which involve risks and uncertainties, including but
not limited to economic, competitive, governmental, political and technological factors affecting the company’s revenues, operations,
markets, products and prices, and other factors discussed in the company’s various filings with the Securities and Exchange Commission,
including without limitation, the company’s annual reports on Form 20-F.
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