Elite Express holders approve 8M-share stock plan

Elite Express Holding Inc. shareholders re-elected all directors, approved a new 2026 stock incentive plan, and ratified Audit Alliance LLP as auditor for fiscal 2026.

Rhea-AI Filing Summary

Elite Express Holding Inc. (ETS) reports the results of its 2026 Annual Meeting of Stockholders held on September 2, 2026. Stockholders approved the 2026 Stock Incentive Plan, which authorizes an initial reserve of 6,000,000 Class A and 2,000,000 Class B common shares for equity and cash-based awards to employees, directors and consultants, subject to annual increases and other adjustments under the plan.

All five director nominees—Huan Liu, Yidan Chen, Huaqin He, Jianing Lu and Huanhuan Tian—were re-elected, each receiving about 101.4 million votes for, with small numbers of votes against and abstentions, and 1,133,134 broker non-votes on the election items. Stockholders also ratified the appointment of Audit Alliance LLP as independent registered public accounting firm for the fiscal year ending November 30, 2026, with 102,590,571 votes for, 5,379 against and 3 abstentions.

8-K Event Classification

3 items: 5.02, 5.07, 9.01

3 items

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 5.07 Submission of Matters to a Vote of Security Holders Governance

Results of a shareholder vote on proposals at an annual or special meeting.

Item 9.01 Financial Statements and Exhibits Exhibits

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

Key Figures

2026 Plan Class A share reserve: 6,000,000 shares of Class A common stock 2026 Plan Class B share reserve: 2,000,000 shares of Class B common stock Votes for 2026 Stock Incentive Plan: 101,438,876 votes for +4 more

7 metrics

2026 Plan Class A share reserve 6,000,000 shares of Class A common stock Initial share reserve under the 2026 Stock Incentive Plan

2026 Plan Class B share reserve 2,000,000 shares of Class B common stock Initial share reserve under the 2026 Stock Incentive Plan

Votes for 2026 Stock Incentive Plan 101,438,876 votes for Stockholder approval of 2026 Stock Incentive Plan

Votes against 2026 Stock Incentive Plan 22,939 votes against Stockholder approval of 2026 Stock Incentive Plan

Broker non-votes on 2026 Plan 1,133,134 broker non-votes Proposal to approve 2026 Stock Incentive Plan

Votes for auditor ratification 102,590,571 votes for Ratification of Audit Alliance LLP for fiscal year ending November 30, 2026

Votes for leading director nominee 101,454,347 votes for Votes for each of four director nominees (Chen, He, Lu, Tian)

Key Terms

2026 Stock Incentive Plan, restricted stock units, broker non-votes, independent registered public accounting firm, +1 more

5 terms

2026 Stock Incentive Plan financial

"stockholders approved the Elite Express Holding Inc. 2026 Stock Incentive Plan"

restricted stock units financial

"provides for grants of stock options, restricted stock, restricted stock units"

Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.

broker non-votes regulatory

"There were 1,133,134 broker non-votes with respect to the election"

Broker non-votes occur when a brokerage firm is unable to vote on a shareholder’s behalf during a company election or decision because the shareholder has not given specific voting instructions, and the broker is not allowed or chooses not to vote on certain matters. They are important because they can affect the outcome of votes, especially when the results are close, by effectively reducing the total number of votes cast.

independent registered public accounting firm regulatory

"ratified the appointment of Audit Alliance LLP as the independent registered public accounting firm"

An independent registered public accounting firm is an outside accounting company officially registered with the government regulator to examine and report on a public company's financial records and controls. Investors treat its reports like an impartial inspector’s certificate — they add credibility to financial statements, help spot errors or misleading claims, and reduce the risk that shareholders are relying on unchecked or biased numbers.

emerging growth company regulatory

"Emerging growth company x"

An emerging growth company is a recently public or smaller public firm that qualifies for temporary, lighter regulatory and disclosure rules to reduce the cost and effort of being public. For investors, it means the company may provide less historical financial detail and face fewer reporting requirements than larger firms, so it can grow more quickly but also carries higher uncertainty—like buying a promising early-stage product with fewer user reviews.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What key items did Elite Express Holding Inc. (ETS) stockholders approve at the 2026 Annual Meeting?

Stockholders approved the 2026 Stock Incentive Plan, re-elected five directors, and ratified Audit Alliance LLP as the independent registered public accounting firm for the fiscal year ending November 30, 2026.

How many shares are reserved under Elite Express (ETS) 2026 Stock Incentive Plan?

The 2026 Stock Incentive Plan has an initial reserve of 6,000,000 shares of Class A common stock and 2,000,000 shares of Class B common stock, subject to annual increases and other adjustments provided under the plan.

What were the vote results for the Elite Express (ETS) director elections?

Each of the five director nominees received about 101.4 million votes for, with at most 9,805 votes against and 5,413 abstentions. There were 1,133,134 broker non-votes on the election of directors.

How did Elite Express (ETS) stockholders vote on the 2026 Stock Incentive Plan?

The 2026 Stock Incentive Plan was approved with 101,438,876 votes for, 22,939 votes against, and 1,004 abstentions. There were 1,133,134 broker non-votes on this proposal.

What were the voting results for the Elite Express (ETS) auditor ratification?

Stockholders ratified Audit Alliance LLP as independent registered public accounting firm for fiscal 2026 with 102,590,571 votes for, 5,379 against, and 3 abstentions, with no broker non-votes on this proposal.

Who will administer Elite Express (ETS) 2026 Stock Incentive Plan?

The 2026 Stock Incentive Plan is administered by the Company’s Compensation Committee of the Board, which determines award recipients and the terms of stock options, restricted stock, restricted stock units and other cash- or stock-based awards.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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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

September 2, 2026

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

On September 2, 2026, Elite Express Holding Inc. (the “Company”) held its 2026 Annual Meeting of Stockholders (the “Annual Meeting”). At the Annual Meeting, the Company’s stockholders approved the Elite Express Holding Inc. 2026 Stock Incentive Plan (the “2026 Incentive Plan”), which had previously been adopted by the Company’s Board of Directors on July 10, 2026, subject to stockholder approval.

The 2026 Incentive Plan provides for grants of stock options, restricted stock, restricted stock units and other cash- or stock-based awards to eligible employees, directors and consultants, with an initial share reserve of 6,000,000 shares of Class A common stock and 2,000,000 shares of Class B common stock, subject to annual increases and other adjustments provided under the plan. The 2026 Incentive Plan is administered by the Compensation Committee of the Board, which determines the recipients and terms of awards. The amounts that may be received by the Company’s executive officers under the 2026 Incentive Plan are not presently determinable.

Item 5.07 Submission of Matters to a Vote of Security Holders.

At the Annual Meeting, the Company’s stockholders voted on the matters described below.

(1) The Company’s stockholders re-elected five directors, each to serve until the Company’s next annual meeting of stockholders or until their respective successors are duly elected or appointed. The voting results for each director nominee are summarized in the table below:

Director Nominee		Votes For		Votes Against		Abstentions
Huan Liu		101,447,601		9,805		5,413
Yidan Chen		101,454,347		3,059		5,413
Huaqin He		101,454,347		3,059		5,413
Jianing Lu		101,454,347		3,059		5,413
Huanhuan Tian		101,454,347		3,059		5,413

There were 1,133,134 broker non-votes with respect to the election of the five directors.

(2) The Company’s stockholders ratified the appointment of Audit Alliance LLP as the independent registered public accounting firm of the Company for the fiscal year ending November 30, 2026 (the “Appointment”). The voting results for the Appointment are summarized in the table below:

Votes For		Votes Against		Abstentions
102,590,571		5,379		3

There were no broker non-votes with respect to the ratification of the Appointment.

(3) The Company’s stockholders approved the 2026 Incentive Plan. The voting results for the 2026 Incentive Plan are summarized in the table below:

Votes For		Votes Against		Abstentions
101,438,876		22,939		1,004

There were 1,133,134 broker non-votes with respect to the approval of the 2026 Incentive Plan.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

Exhibit Number		Exhibit
10.1		Elite Express Holding Inc. 2026 Stock Incentive Plan (incorporated by reference to Appendix A to the Company’s Definitive Proxy Statement on Schedule 14A filed with the U.S. Securities and Exchange Commission on July 10, 2026)
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: September 8, 2026

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

Filing Exhibits & Attachments

3 documents

Other Documents

• EX-101 XBRL TAXONOMY EXTENSION SCHEMA 3.0 KB
• EX-101 XBRL TAXONOMY EXTENSION LABEL LINKBASE 33.4 KB
• EX-101 XBRL TAXONOMY EXTENSION PRESENTATION LINKBASE 21.9 KB