SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM6-K

REPORT OF FOREIGN PRIVATE ISSUER

PURSUANT TO RULE 13a-16 OR 15d-16 OF

THE SECURITIES EXCHANGE ACT OF 1934

For the month of July 2022

Commission File Number 001-38490

HIGHWAY HOLDINGS LIMITED

(Translation of Registrant's Name Into English)

Suite 1801, Level 18

Landmark North

39 Lung Sum Avenue

Sheung Shui

New Territories, Hong Kong

(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 ☐

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): ___

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): ___

Attached to this Report on Form 6-K is the press release issued by the registrant on July 25, 2022.

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SIGNATURES

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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.

	HIGHWAY HOLDINGS LIMITED
Date:  July 29, 2022	By:	/s/ ROLAND W. KOHL
		Roland W. Kohl
		Chief Executive Officer

Exhibit 99.1

NEWS RELEASE
CONTACT:	Gary S. Maier
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	Maier & Company, Inc.
	(310) 471-1288

HIGHWAYHOLDINGS REPORTS FISCAL 2023 FIRST QUARTER RESULTS

HONGKONG —July 25, 2022 — Highway Holdings Limited (Nasdaq: HIHO) today reported results for its fiscal 2023 first quarter ended June 30, 2022.

Net sales for the fiscal 2023 first quarter were $2.94 million compared with $2.99 million a year earlier. Net income for the same period was $390,000, or $0.09 per diluted share, compared with $333,000, $0.08 per diluted share, a year ago.

“Results for fiscal first quarter benefited from financial assistance provided by the Chinese and Hong Kong governments to off-set some of the costs we incurred as a result of COVID-related required shutdowns that impacted the company’s operations in prior periods,” said Roland Kohl, chairman, president and chief executive officer of Highway Holdings.

Kohl added that as long as the Chinese government continues its “zero” COVID policy with frequent shutdowns impacting operations of the company, comparisons with prior periods may not be appropriate, nor may current operations be predictive of future operating activities. The company’s operations also are negatively impacted by these COVID policies that restrict the services and business of the company’s suppliers, customers, and logistic providers.

Gross profit for the 2023 fiscal first quarter was $1,052,000 compared with $930,000 in the same quarter a year ago, with gross profit as a percentage of sales approximately 35.7 percent compared with 31 percent a year ago – representing a 4.7 percent improvement compared with last year. This improvement primarily reflects the benefit of reduced rental expenses provided by the Chinese government to offset the impact of shutdowns in prior periods. Selling, general and administrative expenses for the 2023 fiscal first quarter increased slightly by $70,000.

The company realized a small currency exchange gain of $18,000 in the quarter compared with an exchange loss of $7,000 in the same period last year, primarily due to weakness in the RMB during the period.

(more)

Highway Holdings Ltd.

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Kohl highlighted the company’s solid financial position, with cash and cash equivalents of $6.4 million -- exceeding combined short- and long-term liabilities by $2.0 million. At June 30, 2022, the company had working capital of $8.2 million. The company’s current ratio at June 30,2022 was 3.0:1.

Total shareholders’ equity at June 30, 2022 was $9.7 million compared with $9.3 million as of March 31, 2022.

AboutHighway Holdings

Highway Holdings is an international manufacturer of a wide variety of high-quality parts and products for blue chip equipment manufacturers based primarily in Germany. Highway Holdings’ administrative office is located in Hong Kong and its manufacturing facilities are located in Yangon, Myanmar and Shenzhen, China.

Exceptfor the historical information contained herein, the matters discussed in this press release are forward-looking statements which involverisks and uncertainties, including but not limited to economic, competitive, governmental, political and technological factors affectingthe company’s revenues, operations, markets, products and prices, the impact of the worldwide COVID-19 pandemic, and other factors discussedin the company’s various filings with the Securities and Exchange Commission, including without limitation, the company’sannual reports on Form 20-F.

(Financial Tables Follow)

Highway Holdings Ltd.

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HIGHWAYHOLDINGS LIMITED AND SUBSIDIARIES

Consolidated Statement of Income

(In thousands of U.S. dollars, except for shares and per share data)

	Quarter Ended
	June 30
	2022		2021
Net sales	$	2,942	$	2,998
Cost of sales		1,890		2,068
Gross profit		1,052		930
Selling, general and administrative expenses		687		617
Operating income		365		313
Non-operating income (expense):
Exchange gain (loss), net		18		(7	)
Interest income		4		1
Other income (expense)		5		-
Total non-operating income (expenses)		27		(6	)
Net income before income taxes		392		307
Income taxes		4		33
Net income		396		340
Less: net gain/(loss) attributable to non-controlling interests		6		7
Net income attributable to Highway Holdings Limited’s	$	390	$	333
Shareholders
Net income per share – Basic	$	0.10	$	0.08
Net income per share - Diluted	$	0.09	$	0.08
Weighted average number of shares outstanding:
Basic		4,036		4,019
Diluted		4,279		4,160

Highway Holdings Ltd.

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HIGHWAYHOLDINGS LIMITED AND SUBSIDIARIES

Consolidated Balance Sheet

(In thousands of U.S. dollars, except for shares and per share data)

		****	March 31		****
		****	2022		****
Current assets:
Cash and cash equivalents	6,403		$	6,010
Time deposits	-			1,075
Accounts receivable, net of doubtful accounts	2,949			2,260
Inventories	2,217			2,350
Prepaid expenses and other current assets	574			620
Income tax recoverable	7			7
Total current assets	12,150			12,322
Goodwill, net	-			-
Property, plant and equipment, net	562			643
Operating lease right-of-use assets	1,305			1,799
Long-term loan receivable	95			95
Total assets	14,112			14,859
Current liabilities:
Accounts payable	776		$	828
Operating lease liabilities, current	491			933
Accrued expenses and other liabilities	2,133			2,599
Income tax payable	592			620
Dividend payable	-			202
Total current liabilities	3,992			5,182
Operating lease liabilities, non-current	263			268
Deferred income taxes	131			140
Total liabilities	4,386			5,590
Shareholders’ equity:
Preferred shares, 0.01 par value	-			-
Common shares, 0.01 par value	40			40
Additional paid-in capital	11,838			11,816
Accumulated deficit	(1,895	)		(2,284	)
Accumulated other comprehensive income (loss)	(263	)		(303	)
Non-controlling interest	6			0
Total shareholders’ equity	9,726			9,269
Total liabilities and shareholders’ equity	14,112		$	14,859

All values are in US Dollars.