Datasea Inc. filed SEC Form 8-K: Submission of Matters to a Vote of Security Holders
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934
Date of Report (Date of earliest event reported):
| (Exact name of registrant as specified in its charter) |
| (State or other jurisdiction of incorporation) |
(Commission File Number) | (IRS Employer Identification No.) |
(Address of principal executive offices) (Zip Code)
Registrant’s telephone number, including
area code: (
| Not Applicable |
| (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 | ||
| The |
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.
On April 2, 2026, Datasea Inc. (the “Company”) held a special meeting of stockholders at 10:00 P.M. E.T. at Room 302-5, Building C, Gemdale Viseen International Center, No.5 Shengfang Road, Daxing District, Beijing, People’s Republic of China 102600. The voting results for each matter submitted to a vote at the meeting are as follows:
| 1. | To approve and adopt the Merger Agreement and Plan of Merger (the “Merger Agreement”) by and between the Company and Datasea Intelligent Technology Ltd. (“DIT”), a BVI business company incorporated under the laws of the British Virgin Islands and a wholly owned subsidiary of the Company, pursuant to which the Company will merge with and into DIT, with DIT as the surviving company, and all related transactions contemplated thereby (the “Merger Proposal”); |
| For | Against | Abstain | ||
| 6,535,347 | 15,306 | 0 |
| 2. | To approve that by virtue of the Merger and upon the effective time thereof, the 2,000,000 shares of common stock of US$0.001 par value of the Company held by each of Zhixin Liu and Fu Liu immediately prior to the Effective Time be converted into 2,000,000 Class B ordinary shares of DIT with no par value, and each other share of Common Stock held by each stockholder immediately prior to the Effective Time be converted into one Class A ordinary share of DIT with no par value (the “Share Exchange Proposal”); |
| For | Against | Abstain | ||
| 5,535,347 | 15,306 | 0 |
1
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.
| Dated: April 3, 2026 | Datasea Inc. | |
| By: | /s/ Zhixin Liu | |
| Name: | Zhixin Liu | |
| Title: | Chief Executive Officer | |
2