STOCK TITAN

PS International (NASDAQ: PSIG) meeting ends with too few shareholders present

(Neutral)
(Neutral)
Form Type
6-K

Rhea-AI Filing Summary

PS International Group Ltd. (PSIG) reports that its extraordinary general meeting of shareholders scheduled for August 18, 2026 was opened but could not proceed because the minimum statutory quorum was not met. The governing documents require holders of at least one-half (1/2) of all issued and outstanding voting shares to be present in person or by valid proxy. As this threshold was not reached, no business was conducted and no resolutions were voted on. The board of directors resolved not to adjourn the meeting, so it is treated as concluded without adjournment. The board may consider calling another extraordinary general meeting and, if it does so, the company will issue a new formal notice and make the necessary SEC filings. This report is also incorporated by reference into PS International Group Ltd.’s effective Form F-3 shelf registration (No. 333-297955) and its Form S-8 registration statement (No. 333-281480).

Positive

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Negative

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Filing Explained

The filing states that its contents are incorporated into PS International Group Ltd.’s Form F-3 registration statement, which the SEC declared effective on August 19, 2026.

Quorum requirement At least one-half (1/2) of all issued and outstanding voting shares Minimum quorum for the August 18, 2026 extraordinary general meeting
EGM date August 18, 2026 Date on which the extraordinary general meeting was convened but did not reach quorum
Form S-8 registration number 333-281480 Registration statement into which this Form 6-K is incorporated by reference
Form F-3 registration number 333-297955 Shelf registration statement declared effective on August 19, 2026 and updated by this Form 6-K
Form F-3 effectiveness date August 19, 2026 Date the Form F-3 registration statement was declared effective by the SEC
extraordinary general meeting regulatory
"the EGM of shareholders of PS International Group Ltd. was convened"
quorum regulatory
"the Company determined that the minimum statutory quorum required was not satisfied"
A quorum is the minimum number of members needed to officially hold a meeting or make decisions. It ensures that decisions are made with enough participation to represent the group’s interests, much like a majority must be present for a vote to be valid. For investors, understanding quorum is important because it affects when and how important company or organization decisions can be legally made.
incorporated by reference regulatory
"The contents of this Report on Form 6-K are hereby incorporated by reference into"
memorandum and articles of association regulatory
"required under the Company’s second amended and restated memorandum and articles of association"
Memorandum and articles of association are the founding legal documents of a company: the memorandum sets out the company’s basic purpose and scope, while the articles act as its internal rulebook detailing how the company is run, who has what powers, and how decisions are made. For investors these documents matter because they define ownership rights, voting rules, limits on activities, and procedures for major changes—like a contract and rulebook that determine how their investment can be used and protected.

FAQ

What did PSIG announce about its August 18, 2026 extraordinary general meeting?

PS International Group Ltd. announced that its August 18, 2026 extraordinary general meeting could not proceed because the statutory quorum was not met. As a result, no business was transacted, no resolutions were voted on, and the meeting was concluded without adjournment.

Why did PSIG’s August 18, 2026 extraordinary general meeting lack a quorum?

The meeting lacked quorum because shareholders present in person or by proxy did not represent at least one-half (1/2) of all issued and outstanding voting shares. This minimum threshold is required under PS International Group Ltd.’s second amended and restated memorandum and articles of association.

Did PSIG adjourn the August 18, 2026 extraordinary general meeting?

No. The board of directors of PS International Group Ltd. resolved not to adjourn the August 18, 2026 extraordinary general meeting. Accordingly, the EGM is treated as concluded without adjournment, and no business from that meeting will carry over automatically.

Will PSIG hold another extraordinary general meeting after the failed quorum?

The board of PS International Group Ltd. stated it may consider convening another extraordinary general meeting in the near future. If it decides to do so, the company will issue a new formal notice to shareholders and make appropriate SEC filings for that future meeting.

How does this PSIG Form 6-K affect its existing registration statements?

The Form 6-K is incorporated by reference into PS International Group Ltd.’s Form S-8 registration statement (No. 333-281480) and its Form F-3 registration statement (No. 333-297955), which was declared effective on August 19, 2026, thereby updating those registrations with the information disclosed.

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Learn about SEC filing dates

 

 

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

 

 

 

FORM 6-K

 

 

 

REPORT OF FOREIGN PRIVATE ISSUER
PURSUANT TO RULE 13a-16 OR 15d-16 UNDER
THE SECURITIES EXCHANGE ACT OF 1934

 

For the month of August 2026

 

Commission File Number: 001-42182

 

 

 

PS International Group Ltd.

 

 

 

Units 1703, 17/F

First Group Centre

23 Wang Chiu Road, Kowloon Bay

Kowloon, Hong Kong

(Address of Principal Executive Offices)

 

 

 

Indicate by check mark whether the registrant files or will file annual reports under cover Form 20-F or Form 40-F.

 

Form 20-F              Form 40-F 

 

 

 

 

 

 

 

Extraordinary General Meeting (the “EGM”)

 

On August 18, 2026, the EGM of shareholders of PS International Group Ltd. (the “Company”) was convened at the time and place specified in the notice of the EGM dated July 22, 2026, which was furnished as an exhibit to the Company’s Report on Form 6-K furnished to the U.S. Securities and Exchange Commission (the “SEC”) on July 22, 2026.

 

At the time appointed for commencement of the EGM, after verification of shares present in-person and represented by valid proxy, the Company determined that the minimum statutory quorum required under the Company’s second amended and restated memorandum and articles of association was not satisfied. The required quorum for the EGM is holders representing at least one-half (1/2) of all issued and outstanding voting shares entitled to vote at the EGM. Due to insufficient quorum, no business was transacted at the EGM, and no resolutions were put to shareholder vote.

 

The Board of Directors of the Company has resolved not to adjourn this EGM. Accordingly, the August 18, 2026 EGM shall not proceed and is concluded without adjournment.

 

The Board may consider convening a further extraordinary general meeting in the near future. Should the Board determine to hold another EGM, the Company will issue a formal notice of meeting to shareholders in accordance with the Company’s constitutional documents and applicable regulatory requirements. The Company will make appropriate SEC filings in connection with any such future EGM.

 

Incorporation by Reference

 

The contents of this Report on Form 6-K are hereby incorporated by reference into (i) the Company’s registration statement on Form S-8 (Registration No. 333-281480), filed with the SEC on August 12, 2024, and (ii) the Company’s registration statement on Form F-3 (Registration No. 333-297955), initially filed with the SEC on August 4, 2026, and declared effective by the SEC on August 19, 2026.

 

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Signature

 

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.

 

 

PS International Group Ltd.

 

  By: /s/ Chunlin Tong
  Name: Chunlin Tong
  Title: Director and Chief Executive Officer
     
Date: August 19, 2026    

 

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