8-K
CXJ GROUP CO., Ltd (ECXJ)
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
Dateof Report (Date of earliest event reported): November 9, 2022
CXJ
GROUP CO., LIMITED
(Exact name of registrant as specified in its charter)
| Nevada | 000-56425 | 85-2041913 |
|---|---|---|
| (State or Other Jurisdiction | (Commission | (I.R.S. Employer |
| of Incorporation) | File Number) | Identification No.) |
C290, DoBe E-Manor,
Dongning Road No. 553,
Jianggan District, Hangzhou City
Zhejiang Province, Peoples Republic of China
(Address of Principal Executive Offices) (NA)
+86
18668175727
(Registrant’s telephone number, including area code)
N/A
(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<br> to Rule 425 under the Securities Act (17 CFR 230.425) |
|---|---|
| ☐ | Soliciting material pursuant to<br> Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| --- | --- |
| ☐ | Pre-commencement communications<br> pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| --- | --- |
| ☐ | Pre-commencement communications<br> 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<br> of each class | Trading<br> Symbol(s) | Name<br> of each exchange on which registered |
|---|---|---|
| None | None | None |
Item1.01 Entry into a Material Definitive Agreement.
On October 25, 2022, CXJ (Shenzhen) Technology Co., Ltd. (“the Company”), a subsidiary of CXJ Group Co., Ltd. signed an equity transfer agreement (the “Agreement”) with Mr. Rudong Shi. Under this agreement, the Company will acquire 100% equity of China company Longkou Xianganfu Trading Co., Ltd. at RMB 1 yuan. After this Agreement comes into force, Longkou Xiang Anfu Trading Co., Ltd. will become a subsidiary of CXJ Group Co., Ltd. .
The foregoing description of the Agreement does not purport to be completed, is solely intended as a summary of the material terms of the Agreement and qualified in its entirety by reference to the full text of the Agreement, a copy of which is filed herewith as Exhibit 10.1 to this Current Report on Form 8-K and is incorporated by reference herein.
Item2.01 Completion of Acquisition or Disposition of Assets.
On November 4, 2022, the business registration of Longkou Xianganfu Trading Co., Ltd. is changed, and according to the Equity Transfer Agreement, the agreement is deemed completed, and the Company acquired 100% of the equity of Longkou Xiang Anfu Trading Co., Ltd.
The foregoing description of the Agreement does not purport to be completed and is qualified in its entirety by reference to the full text of the Agreement.
Item9.01 Exhibits.
(a) Exhibits
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.
| CXJ GROUP CO., LIMITED | |
|---|---|
| By | /s/ Lixin Cai |
| Name: | Lixin Cai |
| Title: | Chairman and Chief Executive Officer |
Date: November 16, 2022
INDEX
TO EXHIBITS
| Exhibit<br> No. | Description |
|---|---|
| 10.1 | Equity Transfer Agreement |
| 104 | Cover<br> Page Interactive Data File (embedded within the Inline XBRL document) |
Exhibit 10.1
