false
0001066923
0001066923
2025-06-17
2025-06-17
iso4217:USD
xbrli:shares
iso4217:USD
xbrli:shares
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 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):
June 17, 2025
Future FinTech Group Inc.
(Exact name of registrant as specified in its
charter)
| Florida |
|
001-34502 |
|
98-0222013 |
(State or other jurisdiction
of incorporation) |
|
(Commission File Number) |
|
(IRS Employer
Identification No.) |
Americas Tower, 1177 Avenue of The Americas,
Suite 5100, New York, NY 10036
(Address of principal executive offices, including
zip code)
888-622-1218
(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 (see General
Instruction A.2. below):
| ☐ |
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 |
| Common Stock, par value $0.001 per share |
|
FTFT |
|
Nasdaq Stock Market |
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 1.01 Entry into a Material Definitive
Agreement
On June 17, 2025, Future Fintech Group Inc. (the
“Company”) entered into a Settlement and Forbearance Agreement (the “Agreement”) with FT Global Capital, Inc.
(“FT Global”), pursuant to which the parties agreed to settle four judgments totaling approximately $10.2 million entered
against the Company in federal courts in Georgia, New York, Florida, and Ohio (collectively, the “Judgements”). Under the
Agreement, FT Global agreed to forbear from enforcement and collection of the Judgments, including suspending an auction of shares of
common stock of the Company, in exchange for the Company’s payment obligations and issuance of securities as outlined below.
Under the Agreement, the Company is required to
make cash settlement payments totaling $4 million in installments over 18 months, beginning with an initial $500,000 payment due by June
20, 2025. In addition, the Company agreed to issue an aggregate of 400,000 shares of its common stock to FT Global and its legal counsel,
and to issue rights entitling FT Global to receive up to 1.3 million additional shares of common stock, exercisable over time. These securities
will be issued pursuant to a court order under Section 3(a)(10) of the Securities Act of 1933, as amended. If the Company is unable to
issue the shares as contemplated, it is required to file a registration statement to register the securities at FT Global’s request.
The Agreement includes customary releases by both
parties and a covenant by the Company to remain current in its SEC filings and maintain its listing on an eligible national securities
exchange. If the Company fails to meet its obligations under the Agreement, FT Global may declare a default and resume collection efforts.
The foregoing description of the Agreement does
not purport to be complete and is qualified in its entirety by reference to the full text of the Agreement, a copy of which is attached
hereto as Exhibits 10.1 and is incorporated herein by reference.
Item 9.01 Financial Statements and Exhibits
(d) Exhibits
| 10.1 |
|
Settlement and Forbearance Agreement by and between Future FinTech Group Inc. and FT Global Capital, Inc. dated on June 17, 2025 |
| 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.
| |
Future FinTech Group Inc. |
| |
|
| Date: June 20, 2025 |
By: |
/s/ Hu Li |
| |
Name: |
Hu Li |
| |
Title: |
Chief Executive Officer |
