Singularity Future Technology Ltd. filed SEC Form 8-K: Other Events
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Item 8.01. Other Events
As previously disclosed, on January 18, 2024, John F. Levy (“Levy”), a former member of the board of directors (the “Board”) of Singularity Future Technology Ltd. (the “Company”), filed a claim against the Company in the United States District Court for the Eastern District of New York (the “Court”), Levy v. Singularity Future Technology Ltd. f/k/a Sino-Global Shipping America Ltd., 24-cv-0384-NG-JMW (the “Lawsuit”). The Lawsuit is for reimbursement and advancement of legal fees, costs, and expenses incurred in connection with defending the action Piero Crivellaro v. Singularity Future Technology Ltd., 22-cv-07499 (the “Class Action Lawsuit”), in which Levy was named as an individual defendant. On October 25, 2024, the Court filed an Opinion and Order finding the Company in default of the Lawsuit. On November 21, 2024, Levy filed an Application for Damages, which remains pending.
On April 1, 2025, Levy and the Company entered into a confidential settlement and mutual release agreement to fully resolve the Lawsuit (the “Settlement Agreement”).
Pursuant to the Settlement Agreement, the Company paid a sum of one hundred fifty thousand dollars ($150,000) to Blank Rome LLP, which was counsel to Levy with regard to matters pertaining to (i) the Lawsuit; and (ii) Levy serving on the Board of the Company, including serving as a member of an independent special committee of the Board (the “Special Committee”) (the “Settlement Payment”). The Settlement Payment reimbursed Levy for all legal fees, costs, and expenses incurred by Levy with regard to his service on and to the Board and on and to the Special Committee and with regard to the legal fees and expenses Levy incurred so far in (i) defending the Class Action Lawsuit; and (ii) prosecuting the Lawsuit.
Within three business days of full payment of the Settlement Payment, Levy agrees to dismiss the Lawsuit with prejudice by filing a Stipulation of Dismissal pursuant to Fed. R. Civ. P. 41(a)(1)(A)(ii).
Upon full payment of the Settlement Payment, each of Levy and the Company fully releases and discharges the other from all past and present claims, obligations, disputes, and liabilities arising from prior agreements or dealings, except for claims arising from a breach of this Settlement Agreement.
Information regarding the financial impact of the Settlement Agreement will be provided in the Company’s earnings release and Form 10-Q for the quarter ended March 31, 2025.
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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 4, 2025 | Singularity Future Technology Ltd. | |
| By: | /s/ Jia Yang | |
| Name: | Jia Yang | |
| Title: | Chief Executive Officer | |
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