false
0002030954
0002030954
2026-10-29
2026-10-29
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): October 29, 2026
TEN
Holdings, Inc.
(Exact
name of registrant as specified in its charter)
| Nevada |
|
001-42515 |
|
99-1291725 |
(State
or other jurisdiction
of
incorporation) |
|
(Commission
File
Number) |
|
(IRS
Employer
Identification
No.) |
TEN Holdings, Inc. c/o Studio
1 Rockefeller Plaza, 2nd Floor
New York, NY |
|
10020 |
| (Address
of principal executive offices) |
|
(Zip
Code) |
Registrant’s
telephone number including area code: 1.800.909.9598
(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 |
|
XHLD |
|
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
8.01 Other Events.
On
October 29, 2026, TEN Holdings, Inc. (the “Company”) convened its 2026 Annual Meeting of Stockholders (the “Annual
Meeting”). At that time, there were not present or represented by proxy a sufficient number of shares of the Company’s common
stock in order to constitute the required quorum. As a result, the Company adjourned the Annual Meeting without any business being conducted.
The adjourned Annual Meeting will reconvene on November 12, 2026 at 9:00 a.m. Eastern Time via live webcast at www.virtualshareholdermeeting.com/XHLD2026
to vote on the proposals described in the proxy statement, as supplemented from time to time, filed by the Company on September 10, 2026
(the “Proxy Statement”). The close of business on September 4, 2026 will continue to be the record date for the determination
of the Company’s stockholders entitled to vote at the reconvened Annual Meeting. No changes have been made in the proposals to
be voted on by stockholders at the reconvened Annual Meeting. The Proxy Statement and any other materials filed by the Company with the
Securities and Exchange Commission (“SEC”) remain unchanged and can be obtained free of charge at the SEC’s website
at www.sec.gov.
On
October 29, 2026, the Company also issued a press release, attached hereto as Exhibit 99.1, announcing the adjournment of the Annual
Meeting.
Item 9.01 Financial Statements and
Exhibits.
(d)
Exhibits. The following exhibits are furnished or filed with this report, as applicable:
| Exhibit
No. |
|
Description |
| 99.1 |
|
Press Release dated October 29, 2026. |
| 104 |
|
Cover
Page Interactive Data File – the cover page XBRL tags are embedded within 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.
| |
TEN
HOLDINGS, INC. |
| |
|
| Date:
October 29, 2026 |
By: |
/s/
Virgilio Torres |
| |
|
Virgilio
Torres |
| |
|
Chief Executive Officer |
Exhibit 99.1
TEN
Holdings Announces Adjournment of 2026 Annual Meeting of Stockholders
NEW
YORK, NY, October 29, 2026 - TEN Holdings, Inc. (“XHLD” or the “Company”) (Nasdaq: XHLD), the technology company
behind TEN, a Digital Experience Platform for creating, producing, engaging, marketing and measuring digital experiences, today
announced that the Company’s 2026 Annual Meeting of Stockholders (the “Annual Meeting”) held in virtual format on Thursday,
October 29, 2026 at 9:00 a.m. Eastern Time, was convened and adjourned until Thursday, November 12, 2026 at 9:00 a.m. Eastern Time without
any business being conducted. The Company adjourned the Annual Meeting for the purpose of allowing additional time for stockholders to
vote on the proposals to (i) elect four (4) directors to serve until the 2027 annual meeting of stockholders and until their respective
successors have been duly elected and qualified, or until their earlier resignation or removal and (ii) ratify the appointment of AssentSure
PAC as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2026, as more fully
described in the Company’s definitive proxy statement for the Annual Meeting, filed with the Securities and Exchange Commission
(the “SEC”) on September 10, 2026 (as supplemented from time to time, the “Proxy Statement”). The business scheduled
for the re-convened meeting remains the same as set forth in the Proxy Statement. The record date for the Annual Meeting continues to
be the close of business on September 4, 2026.
About
TEN Holdings, Inc.
TEN
Holdings, Inc. (Nasdaq: XHLD), headquartered in New York is a technology company built around TEN, a Digital Experience Platform for
creating, producing, engaging, marketing and measuring digital experiences, beginning with enterprise events, webinars and continuing
education. TEN scales up to 50,000 concurrent attendees and is backed by more than a decade of experience producing mission-critical
corporate broadcasts for Fortune 500 clients. The Company plans to expand TEN beyond events and webinars, including AI and automation,
landing pages, integrations, engagement, reporting and analytics, and content studio. There can be no assurance as to the timing or availability
of these capabilities.
Forward-Looking
Statements
Certain
statements contained in this press release may constitute “forward-looking statements” within the meaning of the Private
Securities Litigation Reform Act of 1995. The words “anticipate,” “believe,” “continue,” “could,”
“estimate,” “expect,” “intend,” “may,” “plan,” “potential,” “predict,”
“project,” “should,” “target,” “will,” “would” and similar expressions are
intended to identify forward-looking statements, although not all forward-looking statements contain these identifying words. Actual
results may differ materially from those indicated by such forward-looking statements as a result of various important factors, including,
but not limited to, risks regarding the Company’s growth strategy, the development, availability and adoption of TEN and its planned
expansion, including AI and automation, landing pages, integrations, engagement, reporting and analytics, and content studio capabilities,
the Company’s recurring-revenue strategy, potential acquisitions, and the uncertainties related to market conditions and other
factors discussed in the “Risk Factors” section of the Company’s most recent Annual Report on Form 10-K filed with
the U.S. Securities and Exchange Commission (the “SEC”) and other filings with the SEC. For these reasons, among others,
investors are cautioned not to place undue reliance upon any forward-looking statements in this press release. Any forward-looking statements
contained in this press release speak only as of the date hereof, and TEN Holdings, Inc. specifically disclaims any obligation to update
any forward-looking statement, whether as a result of new information, future events or otherwise, except as required by law.
For
more information, please contact:
Investor
Relations Inquiries:
Skyline
Corporate Communications Group, LLC
Scott
Powell, President
1177
Avenue of the Americas, 5th Floor
New
York, New York 10036
Office:
(646) 893-5835
Email:
IR@skylineccg.com