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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): March 17, 2025

 

INNO HOLDINGS INC.
(Exact name of registrant as specified in its charter)

 

Texas   001-41882   87-4294543

(State or other jurisdiction

of incorporation)

  

(Commission

File Number)

  

(I.R.S. Employer

Identification No.)

 

RM1, 5/F, No. 43 Hung To Road

Kwun Tong, Kowloon, Hong Kong

   999077
(Address of principal executive offices)   (Zip Code)

 

Registrant’s telephone number, including area code: (800) 909-8800

 

2465 Farm Market 359 South

Brookshire, TX 77423

(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, no par value   INHD   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.

 

On March 17, 2025, Inno Holdings Inc. (the “Company”) held its virtual 2025 Annual Stockholders Meeting (the “Meeting”).

 

As of the close of business on February 13, 2025, the record date for the determination of stockholders entitled to vote at the Meeting, there were 4,410,482 shares of the Company’s common stock, no par value per share, issued and outstanding, with each share entitled to one vote on each proposal at the Meeting. At the Meeting, the combined holders of 4,012,102 shares of the voting stock entitled to notice of and to vote at the Meeting were represented in person or by proxy, representing approximately 90.97% of the outstanding voting shares, and thereby a quorum pursuant to the Texas Business Organizations Code and the amended and restated bylaws of the Company was present for the transaction of business at the Meeting.

 

The final results for each of the matters considered at the Meeting were as follows:

 

1. Election of the five nominees to the Board of Directors of the Company.

 

Name  Votes For   Votes Against   Withheld   Broker
Non-Votes		 
Ding Wei   3,803,797    0    531    207,744 
Mengshu Shao   3,803,747    0    581    207,744 
Yufang Qu   3,803,757    0    571    207,744 
Tao Tu   3,803,747    0    581    207,744 
Yongbo Mo   3,803,777    0    551    207,744 

 

Each director nominee was elected to serve as a director until the Company’s 2026 annual meeting of stockholders, or until such person’s successor is duly elected and qualified, or until such person’s earlier resignation, death or removal. Due to the fact that directors are elected by a plurality of the votes cast, votes could only be cast in favor of or withheld from the nominees and thus votes against were not applicable.

 

2. Ratification of the selection by the Board of Directors of the Company of JWF Assurance PAC as its independent auditor for the fiscal year ending September 30, 2025.

 

Votes For   Votes Against   Abstentions 
 4,004,534    6,091    1,447 

 

The affirmative vote of the holders of a majority of the shares represented at the Meeting and entitled to vote was required for approval. The proposal was approved.

 

3. To approve the potential issuance of shares of the Company’s common stock under the standby equity purchase agreement effective as of January 28, 2025.

 

Votes For   Votes Against   Abstentions 
 3,794,887    7,921    1,520 

 

The affirmative vote of the holders of a majority of the shares represented at the Meeting and entitled to vote was required for approval. The proposal was approved.

 

4. To approve the Company’s 2025 Omnibus Incentive Plan (the “2025 Plan”), which authorizes an aggregate of 880,000 of the Company’s shares of common stock or options to purchase shares of common stock for issuance under the 2025 Plan.

 

Votes For   Votes Against   Abstentions 
 3,786,804    15,959    1,565 

 

The affirmative vote of the holders of a majority of the shares represented at the Meeting and entitled to vote was required for approval. The proposal was approved.

 

5. To approve adjourning the Annual Meeting, if necessary, to solicit additional proxies in the event there are not sufficient votes in favor of the any of Proposals 1 through 4 at the time of the Annual Meeting.

 

Votes For   Votes Against   Abstentions 
 3,953,875    56,473    1,531 

 

The affirmative vote of the holders of a majority of the shares represented at the Meeting and entitled to vote was required for approval. The proposal was approved.

 

 

 

 

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.

 

  INNO HOLDINGS INC.
     
  By: /s/ Ding Wei
  Name: Ding Wei
  Title: CEO

 

Date: March 18, 2025

 

 

 

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Document Type 8-K
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Document Period End Date Mar. 17, 2025
Entity File Number 001-41882
Entity Registrant Name INNO HOLDINGS INC.
Entity Central Index Key 0001961847
Entity Tax Identification Number 87-4294543
Entity Incorporation, State or Country Code TX
Entity Address, Address Line One RM1, 5/F,
Entity Address, Address Line Two No. 43 Hung To Road
Entity Address, Address Line Three Kwun Tong, Kowloon
Entity Address, City or Town Hong Kong
Entity Address, Postal Zip Code 999077
City Area Code (800)
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Title of 12(b) Security Common Stock, no par value
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