false
0001963685
0001963685
2025-09-16
2025-09-16
iso4217:USD
xbrli:shares
iso4217:USD
xbrli:shares
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): September 16, 2025
Richtech Robotics Inc.
(Exact
name of registrant as specified in its charter)
| Nevada |
|
001-41866 |
|
88-2870106 |
(State or other jurisdiction
of incorporation) |
|
(Commission File Number) |
|
(IRS Employer
Identification No.) |
2975 Lincoln Rd,
Las Vegas, NV 89115
(Address
of principal executive offices, including zip code)
Registrant’s
telephone number, including area code: (866) 236-3835
Not
Applicable
(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 |
| Class B Common Stock, par value $0.0001 per share |
|
RR |
|
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
5.08 Shareholder Director Nominations.
On
September 16, 2025, the Board of Directors of Richtech Robotics Inc. (the “Company”) determined that the Company’s
2025 Annual Meeting of Stockholders (the “Annual Meeting”) will be held on Monday, September 29, 2025. The time and
meeting website information for the Annual Meeting will be set forth in the Company’s proxy statement for the Annual Meeting, which
will be filed with the Securities and Exchange Commission (the “SEC”) prior to the Annual Meeting.
A
director nomination (including nominations pursuant to Rule 14a-19 under the Securities Exchange Act of 1934, as amended (the “Exchange
Act”)) outside of Rule 14a-8 under the Exchange Act and pursuant to the Company’s Second Amended and Restated Bylaws
(the “Bylaws”) must be received by the Company by September 26, 2025.
Any
stockholder proposal or director nominations must comply with all applicable requirements set forth in the rules and regulations of the
SEC, the Exchange Act, and the Bylaws.
Item
9.01. Financial Statements and Exhibits.
(d)
Exhibits
| Exhibit |
|
Description |
| 104 |
|
Cover Page Interactive
Data File (embedded within the Inline XBRL documents) |
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 hereunto duly authorized.
| |
Richtech Robotics Inc. |
| |
|
|
| |
By: |
/s/
Zhenwu (Wayne) Huang |
| |
|
Name: |
Zhenwu (Wayne) Huang |
| |
|
Title: |
Chief Executive Officer and Director |
| |
|
|
| Dated: September 16, 2025 |
|
|
2
