HTCR Reports Chief Strategy Officer and Director Departures, No Disagreements

Rhea-AI Filing Summary

HeartCore Enterprises, Inc. disclosed that director Heather Neville will resign from the Board effective September 1, 2025, and that Prakash Sadasivam will resign as Chief Strategy Officer and as a director effective August 31, 2025. The filing explicitly states both resignations were not the result of any disagreement with the company on its operations, policies or practices.

These departures remove a sitting director and the company’s Chief Strategy Officer within days of each other. The filing does not identify successors, transitional arrangements, or additional context; HeartCore’s common stock trades on the Nasdaq Capital Market under the ticker HTCR.

Positive

• Orderly, pre-announced resignations with specific effective dates: Aug 31, 2025 and Sept 1, 2025
• No disagreements stated; the filing says neither resignation resulted from any disagreement with the company on operations, policies or practices

Negative

• Departure of the Chief Strategy Officer and a board member within days could create a temporary gap in strategic leadership
• No successor or transition plan disclosed in the filing, leaving uncertainty about who will assume the vacated responsibilities

Insights

Corporate Governance Expert

TL;DR: Two board-level resignations announced with no stated disagreements; governance impact appears limited but succession details are absent.

The filing reports orderly, pre-announced resignations by a director and by a director who also served as Chief Strategy Officer, with clear effective dates. The company states the departures were not due to disagreements, which reduces immediate governance concern. However, the report contains no information on replacements or transition plans, leaving a gap in disclosure about board composition and continuity. Investors should note the lack of succession detail in this disclosure.

Strategy/Securities Analyst

TL;DR: Loss of the Chief Strategy Officer and a director in quick succession may affect strategic continuity; filing offers no successor information.

The company confirmed the resignation of its Chief Strategy Officer, effective August 31, 2025, and a director effective September 1, 2025, and stated neither departure resulted from disagreements. The announcement provides no commentary on interim coverage of strategy responsibilities or on who will assume those duties. While the filing is factual and non-adversarial, the absence of succession detail is a gap for understanding near-term strategic leadership.

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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 8, 2025

HEARTCORE ENTERPRISES, INC.

(Exact name of registrant as specified in its charter)

Delaware		001-41272		87-0913420
(State or other jurisdiction of incorporation)		(Commission File Number)		(IRS Employer Identification No.)

1-2-33, Higashigotanda, Shinagawa, Tokyo, Japan		141-0022
(Address of principal executive offices)		(Zip Code)

Registrant’s telephone number, including area code +81-3-6409-6966

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		HTCR		Nasdaq Capital 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 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On August 8, 2025, Heather Neville indicated her intent to resign as a member of the Board of Directors (the “Board”) of HeartCore Enterprises, Inc. (the “Company”), effective September 1, 2025. Her resignation was not the result of any disagreement with the Company on any matter relating to the Company’s operations, policies or practices.

Also on August 8, 2025, Prakash Sadasivam indicated his intent to resign as the Company’s Chief Strategy Officer and as a member of the Board, effective August 31, 2025. His resignation was not the result of any disagreement with the Company on any matter relating to the Company’s operations, policies or practices.

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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 thereunto duly authorized.

Date: August 14, 2025	HEARTCORE ENTERPRISES, INC.
	By:	/s/ Sumitaka Yamamoto
		Sumitaka Yamamoto
		Chief Executive Officer

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FAQ

Who is resigning from HeartCore (HTCR)?

Heather Neville (director) and Prakash Sadasivam (Chief Strategy Officer and director) are resigning.

When are the resignations effective for HTCR?

Prakash Sadasivam: effective August 31, 2025; Heather Neville: effective September 1, 2025.

Were the resignations due to disagreements with the company?

No; the filing states both resignations were not the result of any disagreement with the company on operations, policies or practices.

What positions did the departing executives hold at HTCR?

Heather Neville: member of the Board of Directors; Prakash Sadasivam: Chief Strategy Officer and member of the Board.

On which exchange does HeartCore trade and what is the ticker?

Nasdaq Capital Market under the ticker HTCR.