Board change at Inno Holdings (NASDAQ: INHD) as Zhu joins

Rhea-AI Filing Summary

Inno Holdings Inc. reported a board change. Effective April 16, 2026, Mr. Tao Tu resigned as a director and left the Audit and Compensation Committees, with the company stating his resignation was not due to any disagreement over operations, policies, or practices.

The Board appointed Mr. Shenghui Zhu, age 39, as a director to fill the vacancy and named him an independent member of the Audit and Compensation Committees, approving his appointment on April 20, 2026. Mr. Zhu brings extensive electronic products industry experience from roles at P&T Electronic Technology and Gecko Electronics.

On April 20, 2026, Inno Holdings entered into an indemnification agreement with Mr. Zhu under Texas law, covering certain liabilities and providing for advancement of expenses with customary exceptions and limitations. The company states there are no family relationships, special arrangements, or related party transactions involving Mr. Zhu that require disclosure.

8-K Event Classification

2 items: 5.02, 9.01

2 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 9.01 Financial Statements and Exhibits Exhibits

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

Key Figures

Resignation effective date: April 16, 2026 Appointment approval date: April 20, 2026 Age of new director: 39 years +1 more

4 metrics

Resignation effective date April 16, 2026 Effective date of Tao Tu’s resignation as director

Appointment approval date April 20, 2026 Board approval date for appointing Shenghui Zhu as director

Age of new director 39 years Age of director Shenghui Zhu as disclosed

Tenure at P&T Electronic Technology 2011–2020 Period Zhu served as Project Manager in electronic products

Key Terms

Emerging growth company, Audit Committee, Compensation Committee, indemnification agreement, +1 more

5 terms

Emerging growth company regulatory

"Emerging growth company Item 5.02."

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.

Audit Committee financial

"stepped down from his positions on the Audit Committee and Compensation Committee"

A company's audit committee is a small group of board members who act like independent inspectors for the firm's finances, overseeing how financial reports are prepared, monitoring internal controls, and managing the relationship with external auditors. Investors care because a strong audit committee reduces the risk of accounting errors, fraud, or misleading statements, making financial statements more trustworthy and helping protect shareholder value.

Compensation Committee financial

"stepped down from his positions on the Audit Committee and Compensation Committee"

A compensation committee is a group within a company's leadership responsible for setting and reviewing how much top executives and employees are paid, including salaries, bonuses, and benefits. It matters to investors because fair and effective pay decisions can influence a company's performance, leadership motivation, and overall governance, helping ensure that the company’s management is aligned with shareholders’ interests.

indemnification agreement regulatory

"the Company entered into an indemnification agreement (the “Indemnification Agreement”) with Mr. Zhu"

An indemnification agreement is a contract in which one party promises to cover losses, costs, or legal claims that another party might face, acting like a tailored safety net or private insurance policy. For investors, it matters because such agreements shift potential financial risk away from a company or its officers and onto the indemnifier, which can affect a company’s future liabilities, cash flow and how risky the investment appears during deal-making or litigation.

related party transactions financial

"there are no related party transactions between the Company and Mr. Zhu disclosable"

Transactions between a company and people or entities that have close ties to it—such as executives, board members, major shareholders, family members, or related companies—where the parties are not independent. These deals matter to investors because they can create conflicts of interest or hide favorable terms that distort a company’s true profits and risks; think of it like a business buying or selling to a family member instead of using the open market, which can lead to biased prices or undisclosed obligations.

Understanding 8-K Material Events →

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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): April 16, 2026

INNO HOLDINGS INC.

(Exact name of registrant as specified in its charter)

Texas		001-41882		87-4294543
(State or other jurisdiction of incorporation)		(Commission File Number)		(I.R.S. Employer Identification No.)

RM1, 5/F, No. 43 Hung To Road Kwun Tong, Kowloon, Hong Kong		999077
(Address of principal executive offices)		(Zip Code)

Registrant’s telephone number, including area code: +852-54795450

(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
Common Stock, no par value		INHD		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.

Departure of Tao Tu as Director

Effective as of April 16, 2026, Mr. Tao Tu resigned from his position as the director of Inno Holdings Inc. (the “Company”). Following Mr. Tu’s resignation, Mr. Tu also stepped down from his positions on the Audit Committee and Compensation Committee of the Company. Mr. Tu’s resignation was not a result of any disagreements with the Company on any matter relating to its operations, policies or practices. The Board of Directors (the “Board”) wishes to thank Mr. Tu for his service during his tenure on the Board.

Appointment of Shenghui Zhu as Director

The Board has appointed Mr. Shenghui Zhu to serve as a director of the Company to fulfill the vacancy on the Board following Mr. Tu’s departure. Mr. Zhu will also serve on the Company’s Audit Committee and Compensation Committee as an independent director. The Board approved Mr. Zhu’s appointment on April 20, 2026.

Mr. Zhu, age 39, has served as a director of the Company since April 2026. Mr. Zhu has over a decade of experience in the electronic products industry. From 2011 to 2020, he served as a Project Manager at P&T Electronic Technology Co., Ltd., where he was engaged in the design and manufacturing of electronic products. Since 2020, Mr. Zhu has served as a Senior Manager at Gecko Electronics Limited, mainly responsible for customer technical coordination, project communication, and solution support for electronics-related products and services. Mr. Zhu received his Bachelor of Engineering degree in Electronic Information Engineering from Jiangxi University of Science and Technology in September 2010.

On April 20, 2026, the Company entered into an indemnification agreement (the “Indemnification Agreement”) with Mr. Zhu. Under the Indemnification Agreement, the Company agrees to indemnify Mr. Zhu to the fullest extent permitted by Texas law against certain liabilities and expenses incurred in connection with proceedings arising out of his service as a director of the Company. The Indemnification Agreement also provides for advancement of expenses, subject to certain conditions, and contain customary exceptions and limitations on indemnification. The foregoing summary of the Indemnification Agreement does not purport to be complete and is qualified in its entirety by reference to the form of Indemnification Agreement, a copy of which is filed as Exhibit 10.1 to this current report on Form 8-K.

There are no family relationships between Mr. Zhu and any director or executive officer of the Company. In addition, there are no arrangements or understandings between Mr. Zhu and any other persons pursuant to which he was elected to the Board, and there are no related party transactions between the Company and Mr. Zhu disclosable under Item 404 of Regulation S-K of the Securities Act of 1933.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

Exhibit No.		Description
10.1		Form of Indemnification Agreement (incorporated by reference to Exhibit 10.1 to the registration statement on Form S-1 (file number: 333-273429) filed on October 20, 2023)
104		Cover Page Interactive Data File (embedded with 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.

INNO HOLDINGS Inc.
By:	/s/ Ding Wei
Name:	Ding Wei
Title:	Chief Executive Officer
Date:	April 22, 2026

FAQ

What board change did Inno Holdings (INHD) disclose in this 8-K?

Inno Holdings disclosed the resignation of director Tao Tu and the appointment of Shenghui Zhu. Tu left the board and its Audit and Compensation Committees, while Zhu was appointed as an independent director to fill these roles, maintaining committee structure and board continuity.

Why did Inno Holdings (INHD) director Tao Tu resign from the board?

The company states that Tao Tu’s resignation was not due to any disagreement. Specifically, Inno Holdings notes there were no disputes regarding its operations, policies, or practices, suggesting the departure is not tied to reported governance or strategic conflicts.

Who is Shenghui Zhu, the new director at Inno Holdings (INHD)?

Shenghui Zhu is a 39-year-old executive with over a decade in electronic products. He previously served at P&T Electronic Technology Co., Ltd. and Gecko Electronics Limited, focusing on project management, customer technical coordination, and solution support for electronics-related products and services.

What committees will Shenghui Zhu serve on at Inno Holdings (INHD)?

Shenghui Zhu will serve on the Audit Committee and Compensation Committee as an independent director. His appointment fills the vacancies created by Tao Tu’s resignation, helping preserve oversight of financial reporting and executive compensation at the board committee level.

What indemnification protections did Inno Holdings (INHD) grant to Shenghui Zhu?

Inno Holdings entered into an indemnification agreement with Zhu under Texas law. The agreement provides indemnification against certain liabilities and expenses related to his board service, includes advancement of expenses under specified conditions, and contains customary exceptions and limitations on indemnification.

Are there any related party transactions between Inno Holdings (INHD) and Shenghui Zhu?

The company reports no related party transactions with Shenghui Zhu requiring disclosure. It also states there are no family relationships with other directors or executive officers, and no arrangements or understandings with others that led to his election to the board.

Filing Exhibits & Attachments

3 documents

Other Documents

• EX-101 XBRL SCHEMA FILE 3.0 KB
• EX-101 XBRL LABEL FILE 33.4 KB
• EX-101 XBRL PRESENTATION FILE 21.8 KB