Next Technology Holding Wins 99% Support on All 2025 AGM Proposals

Rhea-AI Filing Summary

Next Technology Holding Inc. (NXTT) convened its Annual Meeting on 20 June 2025, with 65.72% of the 436,265,135 outstanding common shares represented. All seven management proposals received overwhelming support.

Board & Governance

• Ratified prior appointment of Tian Yang as director (99.91% of votes cast in favour).
• Elected Lichen Dong, Jianbo Sun, Tian Yang and Qi Wang to serve until the next annual meeting; each secured >99.99% support.

Audit & Compensation

• JWF Assurance PAC was ratified as independent auditor for FY 2023 and FY 2024 (99.99% support).
• An advisory “say-on-pay” resolution approved executive compensation (99.93% support).
• Shareholders opted to hold advisory compensation votes every two years (99.87% support).

Incentives & Capital Structure

• 2025 Equity Incentive Plan approved (99.99% support), giving the company flexibility to issue equity-based awards.
• Shareholders authorised the Board to enact one or multiple reverse stock splits within a 1-for-10 to 1-for-250 range (99.97% support).

Implications: The near-unanimous votes signal strong shareholder alignment with current management and governance practices. The reverse-split authorisation is potentially material because it empowers the Board to consolidate shares dramatically, often used to regain exchange-listing compliance or improve perceived marketability. No other business was transacted.

Positive

• All directors and governance proposals passed with overwhelming >99% support, indicating strong shareholder confidence.
• 2025 Equity Incentive Plan approved, enhancing the company’s ability to attract and retain key talent.

Negative

• Authorization for a reverse stock split up to 1-for-250 implies potential compliance or share-price challenges.
• Auditor ratification covers FY 2023 and FY 2024 despite the mid-2025 timing, hinting at possible filing delays.

Insights

Corporate Governance & Capital Structure Analyst

Shareholders gave board sweeping reverse-split authority; other proposals routine and strongly supported.

Voting turnout and alignment. 65.7% of outstanding shares were represented; every item passed with ≥99.9% support. Such unanimity signals a compliant shareholder base and minimal governance friction.

Board continuity. Four directors were elected, and a mid-year appointee was ratified, each facing fewer than 0.01% opposing votes. The result preserves leadership stability and suggests no organized challenge to current strategy.

Compensation framework. Advisory approval of executive pay and the new 2025 Equity Incentive Plan faced negligible resistance. Management now has fresh equity capacity, which can dilute existing holders if large grants are issued, yet shareholder approval indicates perceived alignment of incentives.

Material action – reverse stock split. The board now holds discretion to execute one or multiple reverse splits anywhere from 1-for-10 to 1-for-250. This is the only proposal with potential to materially alter capital structure. While no split is immediate, the mandate enables rapid share-count reduction to meet listing standards or other objectives. Until a specific ratio and timing are adopted, financial statement effects remain contingent.

Auditor ratification. Reappointment of JWF Assurance PAC removes uncertainty around audit continuity for fiscal 2023-2024.

Overall impact. Because the filing confers authority without committing to action, implications are conditional. Absent an announced split, today’s disclosure is neutral in near-term effect.

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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): June 20, 2025

Next Technology Holding Inc.

(Exact name of Company as specified in charter)

Wyoming		001-41450		84-4948289
(State or other jurisdiction of incorporation or organization)		(Commission File Number)		(I.R.S. Employer Identification Number)

Room 519, 05/F Block T3

Qianhai Premier Finance Centre Unit 2

Guiwan Area, Nanshan District, Shenzhen, China 518000

+44-7421477289

(Address, including zip code, and telephone number, including area code, of principal executive offices)

Wyoming Registered Agent
1621 Central Ave Cheyenne, Wyoming 82001

(Name, address, including zip code, and telephone number, including area code, of agent for service)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the Company 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))

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. ☐

Securities registered pursuant to Section 12(b) of the Act:

Title of each class Trading Symbol(s) Name of each exchange on which registered

Item 5.07 Submission of Matters to a Vote of Security Holders.

On June 20, 2025, Next Technology Holding Inc. (the “Company”) held its annual meeting of the stockholders (the “Annual Meeting”). At the Annual Meeting, the Company’s stockholders voted on the seven proposals described below.

As of April 23, 2025, the record date for the Annual Meeting, there were 436,265,135 shares of common stock outstanding and entitled to vote on each matter presented for vote at the Annual Meeting. At the Annual Meeting, 286,724,877 (65.72%) of the total outstanding shares of common stock were presented in person or by proxy.

The final results for each of the matters submitted to a vote of stockholders at the Annual Meeting are as follows:

Proposal 1: Ratification of the Election of Tian Yang as a Director of the Board

The appointment of Tian Yang as a director to serve on the Company’s Board of Directors (the “Board”) effective August 9, 2024, was ratified, having received the following votes:

FOR		AGAINST		ABSTAIN/WITHHELD
286,476,019		23,377		19

Proposal 2: Election of Directors

The following four nominees were elected to serve on the Board until the Company’s next annual meeting and until his or her respective successors have been duly elected and qualified, or until his or her earlier resignation or removal, having received the following votes:

		FOR		AGAINST		ABSTAIN/WITHHELD
Lichen Dong		286,476,033		23,365		18
Jianbo Sun		286,476,147		23,246		23
Tian Yang		286,476,047		23,346		23
Qi Wang		286,476,147		23,246		23

Proposal 3: Ratification of the Appointment of the Company’s Independent Registered Public Accounting Firm

The appointment of JWF Assurance PAC as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2023 and December 31, 2024, was ratified, having received the following votes:

FOR		AGAINST		ABSTAIN/WITHHELD
286,716,577		8,275		25

Proposal 4: Advisory Vote to Approve the Compensation of the Company’s Named Executive Officers

The compensation of the Company’s named executive officers was approved, on an advisory and non-binding basis, having received the following votes:

FOR		AGAINST		ABSTAIN/WITHHELD
286,481,677		17,558		175

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Proposal 5: Advisory Vote on the Frequency of Stockholder Advisory Votes on Named Executive Officers’ Compensation

The proposal of “2 years” for the frequency of conducting future stockholder advisory votes on named executive officer compensation was approved on a non-binding, advisory basis, having received the following votes:

1 Year		2 Years		3 Years		ABSTAIN/WITHHELD
59,973		286,337,643		101,605		195

Proposal 6: Approval of the Company’s 2025 Equity Incentive Plan

The Company’s 2025 Equity Incentive Plan was approved, having received the following votes:

FOR		AGAINST		ABSTAIN/WITHHELD
286,479,985		19,253		178

Proposal 7: Approval of one or multiple reverse stock splits of the Company’s common stock at a ratio ranging from any whole number between 1-for-10 and 1-for-250, as determined by the Board in its discretion

The one or multiple reverse stock splits of the Company’s common stock at a ratio ranging from any whole number between 1-for-10 and 1-for-250, as determined by the Board in its discretion, were approved, having received the following votes:

FOR		AGAINST		ABSTAIN/WITHHELD
286,656,998		67,863		16

Other than the seven proposals summarized above, no other item of business was submitted at the Annual Meeting for stockholder action.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

Exhibit No.		Description
104		Cover Page Interactive Data File (embedded within the Inline XBRL document).

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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 hereunto duly authorized.

	NEXT TECHNOLOGY HOLDING INC.
Date: June 23, 2025	By:	/s/ Wei Hong Liu
	Name:	Wei Hong Liu
	Title:	Chief Executive Officer

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FAQ

How many shares of NXTT were represented at the 2025 Annual Meeting?

A total of 286,724,877 shares (65.72%) were present in person or by proxy.

Did shareholders approve the 2025 Equity Incentive Plan for Next Technology Holding Inc.?

Yes. The plan passed with 286,479,985 votes FOR versus 19,253 AGAINST.

What reverse stock split ratio was authorised for NXTT?

Shareholders approved a range between 1-for-10 and 1-for-250, at the Board’s discretion.

Which firm was ratified as NXTT’s independent auditor?

Shareholders ratified JWF Assurance PAC for FY 2023 and FY 2024 with 286,716,577 votes FOR.

How frequently will NXTT hold advisory votes on executive compensation?

Shareholders chose a two-year frequency, securing 286,337,643 votes.