VisionSys AI (Nasdaq: VSA) elects Cayman corporate governance standards

Rhea-AI Filing Summary

VisionSys AI Inc, a Cayman Islands exempted company listed on Nasdaq, has notified Nasdaq that it intends to follow certain Cayman Islands corporate governance practices instead of some Nasdaq listing rule requirements. These practices are allowed under Cayman law and the company’s current memorandum and articles of association.

Form 6-K: How Foreign Companies Report to the SEC →

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 March 2026

Commission File Number: 001-36363

VISIONSYS AI INC 

2 Hammarskjold Plaza, Room 10B

2nd Avenue, New York, NY 10017

Tel: +1 (929) 687-0368

(Address of Principal Executive Offices)

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

Form 20-F ☒     Form 40-F ☐

Election to follow home country practices in lieu of certain Nasdaq corporate governance standards

VisionSys AI Inc (Nasdaq: VSA) (the “Company”), a Cayman Islands exempted company has informed The Nasdaq Stock Market LLC (“Nasdaq”) that it intends to follow certain Cayman Islands corporate governance practices in lieu of certain requirements of the listing rules of Nasdaq (the “Rules”) below:

1. Rule 5620(a) of the Nasdaq Listing Rules, pursuant to which each company listing common stock or voting preferred stock, and their equivalents, shall hold an annual meeting of shareholders within one year of the end of each fiscal year.

2. Rule 5635 of the Nasdaq Listing Rules, pursuant to which shareholder approval is required prior to an issuance of securities in connection with: (i) the acquisition of the stock or assets of another company; (ii) equity-based compensation of officers, directors, employees or consultants; (ii) a change of control; and (iv) transactions other than public offerings.

The Company’s practices with regard to these requirements are not prohibited under any statutory legal provision of the Cayman Islands or the amended and restated memorandum and articles of association of the Company as currently in effect.

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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.

VisionSys AI Inc
By:	/s/ Tianlong Wang
Name:	Tianlong Wang
Title:	Chief Executive Officer
Date: March 5, 2026

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FAQ

What did VisionSys AI Inc (VSA) disclose in this Form 6-K?

VisionSys AI Inc disclosed that it plans to follow certain Cayman Islands corporate governance practices instead of some Nasdaq listing rule requirements. The company has formally informed Nasdaq of this decision through the Form 6-K filing.

Why is VisionSys AI Inc (VSA) allowed to follow Cayman governance practices?

VisionSys AI Inc stated that its chosen corporate governance practices are not prohibited by any Cayman Islands statutory provisions or by its amended and restated memorandum and articles of association. This allows the company to rely on home country practices for certain governance matters.

Does VisionSys AI Inc (VSA) still comply with Nasdaq rules?

VisionSys AI Inc indicated it will follow certain Cayman Islands corporate governance practices in lieu of some Nasdaq requirements. This approach is permitted when a foreign private issuer’s home country rules and governing documents allow such practices, and Nasdaq has been notified.

Who signed the VisionSys AI Inc (VSA) Form 6-K filing?

The Form 6-K was signed on behalf of VisionSys AI Inc by Tianlong Wang, the company’s Chief Executive Officer. His signature confirms that he is duly authorized to sign the report for the registrant under the Securities Exchange Act of 1934.

What type of company is VisionSys AI Inc (VSA)?

VisionSys AI Inc is described as a Cayman Islands exempted company and a foreign private issuer. Its ordinary shares are listed on Nasdaq, and it files reports under the framework applicable to foreign issuers, including Form 6-K and Form 20-F.

What corporate governance choice did VisionSys AI Inc (VSA) make?

VisionSys AI Inc elected to follow certain Cayman Islands corporate governance practices instead of particular Nasdaq corporate governance standards. The company emphasized that these practices are consistent with Cayman law and its current constitutional documents.