Elite Express Holding (Nasdaq: ETS) details CFO Robert Cook’s exit and transition

Rhea-AI Filing Summary

Elite Express Holding Inc. announced that Chief Financial Officer Robert Cook has resigned effective December 15, 2025, for personal reasons not related to any disagreement with the company’s operations, policies, or practices.

Chief Executive Officer, President, and Director Yidan Chen will serve as interim CFO and assume the principal financial officer and principal accounting officer roles while the board conducts a search for internal and external candidates to fill the vacancy. Under a resignation agreement dated December 15, 2025, Mr. Cook will receive base compensation of $3,461.54 and a one-time separation payment of $5,000 in exchange for release, confidentiality, non-disparagement, and related obligations.

Positive

• None.

Negative

• CFO resignation: Chief Financial Officer Robert Cook’s departure and interim coverage by the CEO create a near-term leadership transition in the company’s finance function.

Insights

Corporate governance analyst

CFO Robert Cook’s resignation creates a key finance leadership transition at Elite Express Holding.

Elite Express Holding reports that its Chief Financial Officer, Robert Cook, resigned effective December 15, 2025, citing personal reasons and explicitly stating no disagreement with the company’s operations, policies, or practices. Sudden departures from a senior finance role can affect continuity in financial reporting, planning, and investor communications, even when the stated reason is personal.

Chief Executive Officer, President, and Director Yidan Chen is stepping in as interim CFO, taking on the principal financial officer and principal accounting officer duties while the board searches for internal and external candidates. This dual role concentrates leadership responsibilities in one individual, so execution will depend on how effectively these expanded duties are managed during the transition period.

The resignation agreement dated December 15, 2025 provides Mr. Cook with base compensation of $3,461.54 and a one-time separation payment of $5,000 in exchange for release, confidentiality, non-disparagement, and other covenants. These terms clarify that both parties have formally settled employment-related matters, focusing attention on the timing and outcome of the board’s search for a new permanent CFO.

8-K Event Classification

3 items: 1.01, 5.02, 9.01

3 items

Item 1.01 Entry into a Material Definitive Agreement Business

The company signed a significant contract such as a merger agreement, credit facility, or major partnership.

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers Governance

Key personnel changes including departures, elections, or appointments of directors and executive officers.

Item 9.01 Financial Statements and Exhibits Exhibits

Financial statements, pro forma financial information, and exhibit attachments filed with this report.

Understanding 8-K Material Events →

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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

December 15, 2025  

Date of Report (Date of earliest event reported)

Elite Express Holding Inc.

(Exact Name of Registrant as Specified in its Charter)

Delaware		001-42811		99-2516128
(State or other jurisdiction of incorporation)		(Commission File Number)		(I.R.S. Employer Identification No.)

23046 Avenida De La Carlota, Suite 600 Laguna Hills, CA		92653
(Address of Principal Executive Offices)		(Zip Code)

(949) 758-0650

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 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

¨  Soliciting material pursuant to Rule 14a-12 under the Exchange Act

¨  Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act

¨  Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act

Securities registered pursuant to Section 12(b) of the Act:

Title of each class		Trading Symbol(s)		Name of each exchange on which registered
Class A Common Stock		ETS		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 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).

Emerging growth company x

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 1.01. Entry into a Material Definitive Agreement.

On December 10, 2025, Robert Cook, Chief Financial Officer (“CFO”) of Elite Express Holding Inc. (the “Company”), submitted a letter of resignation indicating his intention to resign as the Company’s CFO, effective December 15, 2025, which has been accepted by the board of directors of the Company (the “Board”). Mr. Cook has advised the Company that his resignation was due to personal reasons and not a result of any disagreement with the Company on any matter related to the operations, policies, or practices of the Company.

The Board intends to conduct a search for potential internal and external candidates to fill in the vacancy created by the resignation of Mr. Cook. In the meantime, the Chief Executive Officer, President, and Director of the Company, Yidan Chen, will serve as the interim CFO and assume the duties of principal financial officer and principal accounting officer of the Company.

In connection with Mr. Cook’s resignation, on December 15, 2025, with approval of the Board, the Company entered into a Letter Agreement and General Release with Mr. Cook, which sets forth the terms of his separation from service with the Company (the “Resignation Agreement”). Pursuant to the terms of the Resignation Agreement, Mr. Cook will resign as an officer and employee of the Company effective on December 15, 2025. Mr. Cook also agrees to abide by certain confidentiality, non-disparagement, and other obligations set forth in the Resignation Agreement, and to release any and all claims against the Company and its affiliates and related parties that in any way relate to his employment and association with the Company. Mr. Cook will be entitled to the following in exchange for his covenants and releases under the terms of the Resignation Agreement: base compensation in the amount of $3,461.54 and a one-time separation payment of $5,000.

The foregoing description of the Resignation Agreement is qualified in its entirety by reference to the Resignation Agreement, which is filed as Exhibit 10.1 to this Current Report on Form 8-K.

Item 5.02.  Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

The information set forth above in Item 1.01 of this Current Report on Form 8-K regarding Mr. Cook’s resignation is incorporated into this Item 5.02 by reference.

Item 9.01 Exhibits.

(d) Exhibits

Exhibit No.		Description
10.1		Resignation Agreement dated December 15, 2025 by and between the Company and Robert Cook
104		Cover Page Interactive Data File (embedded within the Inline XBRL document)

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.

Date: December 16, 2025

	Elite Express Holding Inc.
	By:	/s/ Yidan Chen
		Yidan Chen
		Chief Executive Officer, President and Director

FAQ

Why did Elite Express Holding (ETS) CFO Robert Cook resign?

Robert Cook resigned as Chief Financial Officer effective December 15, 2025, stating that his decision was for personal reasons and not due to any disagreement with Elite Express Holding on operations, policies, or practices.

When is Robert Cook’s resignation as Elite Express Holding CFO effective?

Robert Cook’s resignation as Chief Financial Officer and as an officer and employee of Elite Express Holding Inc. is effective December 15, 2025, as set out in his resignation letter and the resignation agreement.

Who will serve as interim CFO at Elite Express Holding (ETS)?

Yidan Chen, the company’s Chief Executive Officer, President, and Director, will serve as interim CFO and assume the duties of principal financial officer and principal accounting officer while the board searches for a permanent replacement.

What payments will Robert Cook receive in connection with his resignation from Elite Express Holding?

Under the resignation agreement dated December 15, 2025, Robert Cook is entitled to base compensation of $3,461.54 and a one-time separation payment of $5,000 in exchange for his covenants and releases.

Is Elite Express Holding searching for a new permanent CFO after Robert Cook’s resignation?

Yes. The board of Elite Express Holding Inc. intends to conduct a search for potential internal and external candidates to fill the vacancy created by Robert Cook’s resignation as CFO.

Does Robert Cook’s resignation agreement with Elite Express Holding include confidentiality or non-disparagement terms?

Yes. Robert Cook agreed to confidentiality, non-disparagement, and other obligations, and to release any claims related to his employment and association with Elite Express Holding and its affiliates, as described in the resignation agreement.

On which exchange does Elite Express Holding (ETS) trade, and what is its ticker?

Elite Express Holding Inc. Class A Common Stock trades on The Nasdaq Stock Market LLC under the trading symbol ETS, according to the company’s disclosure.