[8-K] Fly-E Group, Inc. Reports Material Event

Rhea-AI Filing Summary

Fly-E Group reported that stockholders approved an amendment authorizing a reverse stock split of common stock in a range of 1-for-2 to 1-for-20. The board may choose the exact ratio and timing, with the action to be effected, if at all, within one year after the Special Meeting.

The Special Meeting, initially planned for September 15, 2025, was adjourned to October 13, 2025 to achieve a quorum, and the record date was updated to October 2, 2025. Voting results: 17,313,674 for, 187,237 against, 4 abstain, and 0 broker non-votes. The company’s common stock trades on Nasdaq under the symbol FLYE.

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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

Date of Report (Date of earliest event reported): October 13, 2025

Fly-E Group, Inc.

(Exact name of registrant as specified in its charter)

Delaware		001-42122		92-0981080
(State or other jurisdiction of incorporation)		(Commission File Number)		(IRS Employer Identification Number)

136-40 39th Avenue, Suite 202 Flushing, New York		11354
(Address of Principal Executive Offices)		(Zip Code)

Registrant’s telephone number, including area code: (929) 410-2770

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		Name of each exchange on which registered
Common stock, $0.01 par value per share		FLYE		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 5.07 Submission of Matters to a Vote of Security Holders.

Fly-E Group, Inc. (the “Company”) initially planned to hold a special meeting of stockholders on September 15, 2025 but adjourned to October 13, 2025 in order to achieve a quorum (the “Special Meeting”). The record date of the Special Meeting was also updated from August 27, 2025 to October 2, 2025.

At the Special Meeting, the Company’s stockholders approved the following proposal set forth in the Company’s definitive proxy statement for the Special Meeting filed with the Securities and Exchange Commission on September 5, 2025. The following is a tabulation of the voting on the proposal presented at the Special Meeting:

Proposal No. 1 - Reverse Stock Split. The approval of an amendment to the Company’s Amended and Restated Certificate of Incorporation to effect a reverse stock split of the Company’s common stock by a ratio in a range of 1-for-2 to 1-for-20, with such ratio to be determined in the discretion of the board of directors of the Company and with such action to be effected at such time and date, if at all, as determined by the board of directors of the Company within one year after the conclusion of the Special Meeting. The voting results were as follows:

FOR		AGAINST		ABSTAIN		BROKER NON-VOTE
17,313,674		187,237		4		0

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SIGNATURES

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.

	FLY-E GROUP, INC.
Date: October 16, 2025	By:	/s/ Zhou Ou
	Name:	Zhou Ou
	Title:	Chief Executive Officer

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FAQ

What did Fly-E Group (FLYE) shareholders approve?

Shareholders approved an amendment to authorize a reverse stock split in a range of 1-for-2 to 1-for-20.

Who decides the final reverse split ratio for FLYE?

The board of directors has discretion to determine the exact ratio and timing within one year after the Special Meeting.

What were the vote results on the reverse split at Fly-E Group?

Votes were 17,313,674 for, 187,237 against, 4 abstain, and 0 broker non-votes.

When was the Fly-E Group Special Meeting held?

It was held on October 13, 2025, after being adjourned from September 15, 2025 to achieve a quorum.

What was the record date for the Special Meeting?

The record date was updated to October 2, 2025.

Where is Fly-E Group’s stock listed and under what ticker?

Common stock is listed on The Nasdaq Stock Market under the ticker FLYE.