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2025-08-20
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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): August 20, 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 5.02 Departure
of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
Resignation of Shiwen
Feng as Chief Financial Officer
On August 20, 2025, Ms.
Shiwen Feng, the Chief Financial Officer (the “CFO”) of the Company, notified the Company of her resignation from the CFO
position, effective on August 20, 2025. Ms. Feng’s resignation was not a result of any disagreement with the Company on any matter
relating to its accounting, operations, policies or practices.
Appointment of Zhou
Ou as Interim Chief Financial Officer
Effective August 26,
2025, the Board appointed Mr. Zhou Ou, the current Chief Executive Officer (the “CEO”) and Chairman of the Board of Directors
(the “Board”) of the Company, to serve as the interim CFO of the Company to fill the vacancy created by the resignation of
Ms. Feng while the Board conducts a search for a permanent Chief Financial Officer. Mr. Ou will continue to serve as the Company’s
Chief Executive Officer and a member of the Board.
Resignation of Lun
Feng and Zanfeng Zhang as Directors
On August 21, 2025, Lun
Feng, a member of the Board, a member of the Board’s Audit Committee, Compensation Committee and Nominating and Corporate Governance
Committee, and the Chair of the Compensation Committee, notified the Company of his resignation from the Board effective August 21, 2025.
Mr. Lun Feng’s resignation was not a result of any disagreement with the Company on any matter relating to its accounting, operations,
policies or practices.
On August 21, 2025, Zanfeng
Zhang, a member of the Board, a member of the Board’s Audit Committee, Compensation Committee and Nominating and Corporate Governance
Committee, and the Chair of the Nominating and Corporate Governance Committee, notified the Company of his resignation from the Board
effective August 21, 2025. Mr. Zhang’s resignation was not a result of any disagreement with the Company on any matter relating
to its accounting, operations, policies or practices.
The Board has elected
to leave the two independent directors’ positions temporarily vacant until the Board has identified and appointed one or more qualified
candidates to fill the positions. The Company intends to conduct a thorough search and anticipates making the necessary appointments in
due course. The Company will act promptly to ensure that it satisfies the requirements under the Nasdaq listing rules as well as all other
relevant rules and regulations in a timely manner.
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: August 26, 2025 |
By: |
/s/ Zhou Ou |
|
Name: |
Zhou Ou |
|
Title: |
Chief Executive Officer |