Report of Foreign Issuer (6-k)
May 21 2019 - 06:04AM
Edgar (US Regulatory)
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
Form
6-K
REPORT
OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16
UNDER
THE SECURITIES EXCHANGE ACT OF 1934
For
the month of May 2019
Commission
File Number: 001-38309
AGM
GROUP HOLDINGS INC.
(T
ranslation
of registrant’s name into English)
c/o
Creative Consultants (Hong Kong) Limited
Room
1502-3 15/F., Connuaght Commercial Building, 185 Wanchai Road
Wanchai,
Hong Kong
+86-010-65020507
– telephone
(Address
of principal executive office)
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): ☐
Departure
of Director
On
May 16, 2019, Zhentao Jiang tendered his resignation as director and Chairman of the Board of Directors (the “Board”)
of AGM Group Holdings Inc. (the “Company”), effective May 19, 2019. Mr. Jiang’s resignation from the Board
is not the result of any disagreement with the Company’s operations, policies or procedures.
The
resignation of Zhentao Jiang has been approved by the Nominating Committee, the Compensation Committee and the Board of the Company.
As a result
of Mr. Jiang’s resignation, 7,400,000 shares of the Class B ordinary shares (representing a total of 37,000,000 votes) beneficially
held by Mr. Jiang shall be cancelled according to the Company’s Amended and Restated Memorandum and Articles.
Appointment
of Director
On
May 19, 2019, at the recommendation of the Nominating Committee and the Compensation Committee, the Board approved, confirmed
and ratified the appointment of Bin Cao as a director and the Chairman of the Board of the Company, with an annual compensation
of $180,000, effective May 20, 2019
until the Company’s next annual meeting of shareholders
and until his successor is duly elected and qualified, or until his earlier death, resignation or removal
. Mr. Cao will
be serving on the Board as the Chairman of the Board.
Bin
Cao, age 59, has more than twenty years of management experience. He is experienced with financing, real estate and asset management.
He has been providing industry, investment and asset management consultation to individuals, private equity funds, and banks since
2005. From 2001 to 2005, Mr. Cao was the Chairman of the Board of Changchun Weide Paratheatrical Co., Ltd., where he developed
and supervised the implementation of business strategies and plans, supervised the making and implementation of human resource
training and management and supervised and managed the budgeting and implementation of material projects and financial management.
From 1996 to 1998, Mr. Cao was the Chairman of the Board of the Changchun Zhisheng City Credit Union, where he managed the day-to-day
operation, provided external investment and financing consultation to customers, supervised financial planning and developed risk
control and daily management mechanism.
There
are no family relationships between Bin Cao and any other employees or members of the Board of Directors of the Company.
EXHIBIT
INDEX
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.
Date:
May 21, 2019
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AGM
GROUP HOLDINGS INC.
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By:
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/s/
Wenjie Tang
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Name:
|
Wenjie
Tang
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Title:
|
Chief
Executive Officer and Director
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3
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