ICZOOM Group Inc 6-K, filed Dec 23, 2025
ICZOOM Group Inc. (IZM)
About this 6-K
ICZOOM Group Inc filed this 6-K on December 23, 2025.
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 December 2025
Commission File Number: 001-41645
ICZOOM GROUP INC.
(Registrant’s Name)
Room 3801, Building A, Sunhope e·METRO, No. 7018 Cai Tian Road
Futian District, Shenzhen
Guangdong, China, 518000
Tel: 86 755 86036281
(Address of Principal Executive Offices)
Indicate by check mark whether the registrant files or will file annual reports under cover Form 20-F or Form 40-F.
Form 20-F ☒ Form 40-F ☐
Information contained in this report
On December 23, 2025, ICZOOM Group Inc., a Cayman Islands exempted company (the “Company”) disseminated a notice of an extraordinary general meeting of shareholders (the “Notice”) to be held on Friday, February 27, 2026 at 10:00 a.m. U.S. Eastern Time. A form of the Notice is attached to this Form 6-K as Exhibit 99.1.
The Company issued a press release on December 23, 2025 announcing the extraordinary general meeting of shareholders, which is furnished as Exhibit 99.2.
Exhibits
| Exhibit No. | Description | |
| 99.1 | Notice of Extraordinary General Meeting of Shareholders | |
| 99.2* | Press Release dated December 23, 2025 |
| * | Furnished herewith. |
1
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, thereunto duly authorized.
| ICZOOM Group Inc. | ||
| Date: December 23, 2025 | By: | /s/ Lei Xia |
| Name: | Lei Xia | |
| Title: | Chief Executive Officer | |
2
Exhibit 99.1
ICZOOM GROUP INC.
NOTICE OF EXTRAORDINARY GENERAL MEETING OF SHAREHOLDERS
NOTICE IS HEREBY GIVEN that an extraordinary general meeting (“Extraordinary General Meeting”) of shareholders of ICZOOM Group Inc. (the “Company”) will be held on Friday, February 27, 2026 at 10:00 a.m. U.S. Eastern Time (Friday, February 27, 2026 at 11:00 p.m. China Standard Time) pursuant to a requisition made by Forerunner Universal Limited, a shareholder of the Company.
The meeting will be held via teleconference.
BUSINESS TO BE CONDUCTED:
The meeting is convened for the purpose of considering and, if thought fit, passing the following resolutions as ordinary resolutions:
| 1. | REMOVAL OF LEI XIA (REQUESTED BY FORERUNNER UNIVERSAL LIMITED) |
To remove Lei Xia from all positions held at the Company, including director, chairman of the Board of Directors, Chief Executive Officer, and any other office or committee role, with immediate effect.
| 2. | REMOVAL OF ADDITIONAL DIRECTORS (REQUESTED BY FORERUNNER UNIVERSAL LIMITED) |
To remove the following directors from office (including from any committee of the Board of Directors of the Company), with immediate effect:
| ● | Qi He (Jeff) | |
| ● | Wei Xia | |
| ● | Tianshi Yang (Stanley) |
| 3. | ELECTION OF DIRECTORS (NOMINATED BY FORERUNNER UNIVERSAL LIMITED) |
To elect the following persons as directors of the Company, with immediate effect, conditioned upon their written consents:
| ● | Dr. Moon-Kuen Mak | |
| ● | Mr. Wang Yadong (Leo) |
| 4. | INVALIDATION OF PRIOR BOARD ACTIONS (REQUESTED BY FORERUNNER UNIVERSAL LIMITED) |
To approve that the board resolutions dated November 11, 2025 (removal of Duanrong Liu as Chief Operating Officer and appointment of Hantao Cui as Chief Strategy Officer and director), and November 24, 2025 (removal of Duanrong Liu as director), be set aside, withdrawn, and declared invalid and of no effect.
| 5. | APPOINTMENT OF AUTHORIZED SIGNATORY (REQUESTED BY FORERUNNER UNIVERSAL LIMITED) |
To approve that Duanrong Liu be appointed as an authorized signatory of the Company, with immediate effect.
| 6. | OTHER BUSINESS FROM THE INCUMBENT BOARD OR SHAREHOLDERS |
To transact such other business as may properly come before the Extraordinary General Meeting or any adjournment thereof, including, without limitation, the consideration of any resolutions duly proposed as an alternative to the five resolutions set out above, or any matters incidental or ancillary to the above resolutions or any alternative resolutions.
RECORD DATE:
The Board of Directors has fixed February 2, 2026 as the record date for determining the shareholders entitled to receive notice of, and to attend and vote at, the Extraordinary General Meeting. Subject to the provisions of the Companies Act (Revised) as amended, of the Cayman Islands (the “Companies Act”), only valid shareholders of record at the close of business on that date will be entitled to vote.
PROXIES AND MEETING MATERIALS:
Details regarding proxy voting procedures, meeting access, and other relevant documentation will be provided in due course and not later than five (5) days prior to the date fixed for the Extraordinary General Meeting.
Shareholders are entitled to attend the Extraordinary General Meeting in person or to be represented by proxy. A proxy form and accompanying materials will be circulated in advance of the Extraordinary General Meeting, and the deadline for the return of completed proxies shall be communicated at that time.
DISCLAIMER:
Please note that this Notice does not amount to a confirmation that you are a valid shareholder in the Company or entitled to vote at the Extraordinary General Meeting.
BY ORDER OF THE BOARD
DATED this 23rd day of December 2025
| /s/ LEI XIA | ||
| LEI XIA | ||
| CHAIRMAN OF THE BOARD | ||
| FOR AND BEHALF OF THE | ||
| BOARD OF DIRECTORS | ||
| OF THE COMPANY |
Exhibit 99.2
ICZOOM Group Inc. Announces Extraordinary General Meeting of Shareholders
Hong Kong, Dec. 23, 2025 (GLOBE NEWSWIRE), ICZOOM Group Inc. (Nasdaq: IZM) (the “Company”), a B2B electronic component products e-commerce platform, today announced that it has called an extraordinary general meeting of shareholders (the “EGM”) to be held via teleconference at 10:00 AM U.S. Eastern Time on February 27, 2026. The meeting is being convened in response to a Shareholder Requisition dated December 5, 2025, which requests that an extraordinary general meeting be held for shareholders to vote on proposed changes to the Company’s board and management.
Shareholders of record as of the close of business on February 2, 2026 will be entitled to receive notice of, and vote at, the EGM or any adjournment thereof. Copies of the notice of the EGM, which sets forth the resolutions to be considered and submitted for shareholder approval, along with the proxy statement and proxy card, are expected to be mailed to shareholders on or about February 2, 2026. For additional information about the notice of the EGM, please refer to the Company’s Current Report on Form 6-K furnished to the U.S. Securities and Exchange Commission on December 23, 2025.
About ICZOOM Group Inc.
ICZOOM Group Inc. (Nasdaq: IZM) is primarily engaged in sales of electronic component products to customers in Hong Kong and mainland China through its B2B e-commerce platform. These products are primarily used by China based small and medium-sized enterprises (“SMEs”) in the consumer electronic industry, Internet of Things (“IoT”), automotive electronics and industry control segments. By utilizing latest technologies, the Company’s platform collects, optimizes and presents product offering information from suppliers of all sizes, all transparent and available to its SME customers to compare and select. In addition to the sales of electronic component products, the Company also provides services to customers such as temporary warehousing, logistic and shipping, and customs clearance.
Forward-Looking Statements
Certain statements in this announcement are forward-looking statements. These forward-looking statements involve known and unknown risks and uncertainties and are based on the Company’s current expectations and projections about future events that the Company believes may affect its financial condition, results of operations, business strategy and financial needs. Investors can identify these forward-looking statements by words or phrases such as “anticipate,” “estimate,” “plan,” “project,” “continuing,” “ongoing,” “expect,” “we believe,” “we intend,” “may,” “should,” “will,” “could” and similar expressions. The Company undertakes no obligation to update or revise publicly any forward-looking statements to reflect subsequent occurring events or circumstances, or changes in its expectations, except as may be required by law. Although the Company believes that the expectations expressed in these forward-looking statements are reasonable, it cannot assure you that such expectations will turn out to be correct, and the Company cautions investors that actual results may differ materially from the anticipated results and encourages investors to review other factors that may affect its future results in the Company’s registration statement and other filings with the U.S. Securities and Exchange Commission.
For more information, please contact:
ICZOOM Group Inc.
Lei Xia
Chief Executive Officer
Email: iczoomir@mtxpack.com