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 June 2025
Commission File Number: 001-38309
AGM
GROUP HOLDINGS INC.
(Translation
of registrant’s name into English)
c/o Creative Consultants (Hong Kong) Limited
Room 1502-3 15/F., Connaught Commercial Building,
185 Wanchai Road
Wanchai, Hong Kong
+852 975-02047 – 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 ☐
Change of Directors
Resignation of Ms. Fangjie Wang
On June 12, 2025, Ms. Fangije Wang notified AGM
Group Holdings Inc. (the “Company”) her resignation as an independent director and the chair of the Audit Committee, a member
of Compensation Committee and Nominating Committee of the Company, with effect on and from June 12, 2025.
Appointment of Mr. Hailiang Jia, Ms. Jianping
Niu and Mr. Yang Cao
Effective June 12, 2025, Mr. Hailiang Jia, Ms.
Jianping Niu and Mr. Yang Cao were elected as independent directors of the Company by the existing members of the board of directors (the
“Board”) of the Company pursuant to the Amended and Restated Memorandum and Articles of Association of the Company.
Mr. Hailiang Jia was elected to fill the vacancy
on the Board resulted from the resignation of Ms. Fangjie Wang, and will serve as the chair of the Audit Committee of the Company, a member
of the Compensation Committee and Nominating Committee. Simultaneously, Mr. Yang Cao was elected to serve as a member of the Compensation
Committee, and Mr. Jianping Niu was elected to serve as a member of the Nominating Committee.
Mr. Hailiang Jia, aged 49, has over 20 years of
experience in finance and executive management roles across multiple industries, including technology, trade, and accounting. Mr. Jia
has served as the Chief Financial Officer at 3 E Network Technology Group Ltd (Nasdaq: MASK) since November 2024. From June 2003 to October
2008, Mr. Jia served as the Chief Financial Officer at Henan Ocean Chemical Fiber Group Co., LTD. in China. Between November 2008
and October 2014, he served as the Chief Financial Officer at Zhengzhou Sanhui Electric Co., LTD. in China. From November 2014 to October
2019, Mr. Jia served as the Chief Financial Officer of Zhengzhou Wate Energy-saving Technology Co., LTD. in China. Starting
from August 2022, Mr. Jia has been a certified public accountant at Hebei Huatai United Accounting Firm. Mr. Jia received a
bachelor’s degree in finance and accounting from Henan University of Technology (formerly known as Henan Food University) in 2000
and a master’s degree of business administration from the same university in 2013.
Mr. Yang Cao, aged 41, has extensive experience
in technology management and education, with a career spanning roles in academia and executive leadership in the software and logistics
sectors. He has served as the General Manager of Beijing Kewoyi Technology Co., Ltd. since January 2021, where he leads the development
and operation of an online freight logistics platform. Previously, Mr. Cao served as a product manager at Beijing Zhongkezhixing Lot Technology
Co., Ltd from 2020 to 2023, primarily responsible for software technology development and logistics services. Mr. Cao received a bachelor’s
degree in computer science from Henan Normal University in 2008.
Ms. Jianping Niu, aged 68, has over 40 years of
experience in logistics and supply chain management, specializing in cold chain operations and logistics information systems. She has
served as the director of logistics information at Beijing Zhengguangtong International Supply Chain Management Co., Ltd. since August
2024, where she oversees cold chain management, RFID and IoT technology integration, and compliance with GSP/GMP standards. Previously,
Ms. Niu served as a director of warehouse operations at Beijing Kewoyi Technology Co., Ltd. from November 2021 to August 2024, managing
multiple regional cold chain warehouses and implementing advanced tracking technologies. Ms. Niu received a bachelor’s degree in
chemistry from Henan Normal University in 1978.
Exhibit Index
| Exhibit No. |
|
Description |
| 99.1 |
|
Director Offer Letter with Mr. Hailiang Jia |
| 99.2 |
|
Director Offer Letter with Mr. Yang Cao |
| 99.3 |
|
Director Offer Letter with Ms. Jianping Niu |
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: June 23, 2025 |
AGM GROUP HOLDINGS INC. |
| |
|
|
| |
By: |
/s/ Bo Zhu |
| |
Name: |
Bo Zhu |
| |
Title: |
Chief Executive Officer |