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AGM Group Holdings Inc. (NASDAQ:AGMH) announced the cancellation and issuance of Class B ordinary shares, resulting in its Chief Executive Officer, Bo Zhu, holding a majority of the company’s voting power. The changes were approved by the board of directors and disclosed in a press release statement and SEC filing.
According to the filing, the company automatically cancelled 12,000 Class B ordinary shares previously held by Yufeng Mi, the former Chief Technology Officer, and 30,000 Class B shares held by Wenjie Tang, both following their employment termination as of June 25, 2025. Simultaneously, AGM Group Holdings issued 1,200,000 Class B ordinary shares to Bo Zhu, who serves as the company’s CEO, Chief Strategy Officer, and Director. The shares were issued for non-monetary consideration in the form of services rendered and future services to be rendered by Zhu.
Following these transactions, AGM Group Holdings’ share capital consists of 1,974,163 Class A ordinary shares and 1,200,000 Class B ordinary shares, totaling 3,174,163 issued and outstanding shares. Class A shares carry one vote per share, while Class B shares carry five votes per share. As a result, Bo Zhu now owns all outstanding Class B shares, representing approximately 37.81% of the company’s total shares and 75.24% of aggregate voting power.
The filing states that Class B ordinary shares are not convertible into Class A shares and are subject to restrictions on transfer or encumbrance. With these changes, AGM Group Holdings now qualifies as a “controlled company” under Nasdaq Stock Market LLC corporate governance rules. This status allows the company to rely on certain exemptions from Nasdaq’s governance requirements, though the company currently does not utilize these exemptions.
The information in this article is based on a press release statement and the company’s SEC filing.
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