false 0001854275 0001854275 2024-10-04 2024-10-04 0001854275 ZCAR:CommonStockParValue0.0001PerShareMember 2024-10-04 2024-10-04 0001854275 ZCAR:WarrantsEachExercisableForOneShareOfCommonStockAtPriceOf5.71SubjectToAdjustmentMember 2024-10-04 2024-10-04 iso4217:USD xbrli:shares iso4217:USD xbrli:shares

 

 

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): October 4, 2024

 

 

 

ZOOMCAR HOLDINGS, INC.

(Exact name of registrant as specified in its charter)

 

 

 

Delaware   001-40964   99-0431609

(State or other jurisdiction

of incorporation)

   (Commission File Number)  

(IRS Employer

Identification No.)

 

Anjaneya Techno Park, No.147, 1st Floor

Kodihalli, Bangalore, India

   560008
(Address of principal executive offices)   (Zip Code)

 

+91 8048821871

(Registrant’s telephone number, including area code)

 

N/A

(Former name or former address, if changed since last report)

 

Check the appropriate box below if the Form 8-K 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 $0.0001 per share   ZCAR   The Nasdaq Stock Market LLC
Warrants, each exercisable for one share of Common Stock at a price of $5.71, subject to adjustment   ZCARW   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 8.01. Other Events.

 

As previously announced, Zoomcar Holdings, Inc. (the “Company”) adjourned its 2024 annual meeting of stockholders (the “Annual Meeting”) from September 26, 2024 to October 1, 2024, and further adjourned to October 4, 2024, because the Company did not have a sufficient number of shares of the Company’s common stock present in person or represented by proxy at the Annual Meeting to constitute a quorum. On October 4, 2024, the Company convened and then determined to further adjourn, without conducting any business, the Annual Meeting to October 8, 2024, at 1:00 p.m. Eastern Time, because the Company did not have a sufficient number of shares of the Company’s common stock present in person or represented by proxy at the Annual Meeting to constitute a quorum.

 

The close of business on July 29, 2024 will continue to be the record date for the determination of stockholders of the Company entitled to vote at the Annual Meeting. Stockholders may cast their votes by visiting http://www.proxyvote.com before the reconvened Annual Meeting or http://www.virtualshareholdermeeting.com/ZCAR2024 during the reconvened Annual Meeting, or by calling 1-800-690-6903. Stockholders of the Company who have previously submitted their proxy or otherwise voted and who do not want to change their vote do not need to take any action.

 

No changes have been made to the proposals to be voted on by stockholders at the Annual Meeting. The Company encourages all of its stockholders to read the Company’s definitive proxy statement on Schedule 14A, filed with the Securities and Exchange Commission (the “SEC”) on September 3, 2024, which is available on the SEC’s website at www.sec.gov, on the Company’s website at https://investor-relations.zoomcar.com/in/ and on the voting platform at www.proxyvote.com.

 

1

 

SIGNATURE

 

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

Dated:  October 4, 2024 Zoomcar Holdings, Inc.
     
  By: /s/ Hiroshi Nishijima
  Name:   Hiroshi Nishijima
  Title: Chief Executive Officer

 

 

 2

 

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Cover
Oct. 04, 2024
Document Type 8-K
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Document Period End Date Oct. 04, 2024
Entity File Number 001-40964
Entity Registrant Name ZOOMCAR HOLDINGS, INC.
Entity Central Index Key 0001854275
Entity Tax Identification Number 99-0431609
Entity Incorporation, State or Country Code DE
Entity Address, Address Line One Anjaneya Techno Park
Entity Address, Address Line Two No.147
Entity Address, Address Line Three 1st Floor
Entity Address, City or Town Bangalore
Entity Address, Country IN
Entity Address, Postal Zip Code 560008
City Area Code +91
Local Phone Number 8048821871
Written Communications false
Soliciting Material false
Pre-commencement Tender Offer false
Pre-commencement Issuer Tender Offer false
Entity Emerging Growth Company true
Elected Not To Use the Extended Transition Period false
Common Stock, par value $0.0001 per share  
Title of 12(b) Security Common Stock, par value $0.0001 per share
Trading Symbol ZCAR
Security Exchange Name NASDAQ
Warrants, each exercisable for one share of Common Stock at a price of $5.71, subject to adjustment  
Title of 12(b) Security Warrants, each exercisable for one share of Common Stock at a price of $5.71, subject to adjustment
Trading Symbol ZCARW
Security Exchange Name NASDAQ
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