8-K - SBC - Equibles

UNITED

STATES

SECURITIES

AND EXCHANGE COMMISSION

WASHINGTON,

DC 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): March 27, 2025

SBCMedical Group Holdings Incorporated

(Exact Name of Registrant as Specified in Charter)

Delaware	001-41462	88-1192288
(State<br> or Other Jurisdiction<br><br> of Incorporation)	(Commission<br> File<br><br> Number)	(IRS<br> Employer<br><br> Identification No.)
200 Spectrum Center Dr. STE 300<br><br> <br>Irvine, CA	92618
---	---
(Address<br> of Principal Executive Offices)	(Zip<br> Code)

949-593-0250

(Registrant’s Telephone Number, Including Area Code)

NotApplicable

(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<br> communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐	Soliciting<br> material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐	Pre-commencement<br> communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐	Pre-commencement<br> 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<br> of each class	Trading<br> Symbol(s)	Name<br> of each exchange on which registered
Common<br> Stock, $0.0001 par value per share	SBC	The<br> Nasdaq Stock Market LLC
Redeemable<br> Warrants, each whole warrant exercisable for one share of Common Stock at an exercise price of $11.50 per share	SBCWW	The<br> 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 or Rule 12b-2 of the Securities Exchange Act of 1934.

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. ☐

Item5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements ofCertain Officers.

On March 27, 2025, the Board of Directors of SBC Medical Group Holdings Incorporated (the “Company”) approved the following management update: effective April 10, 2025, Miki Shimizu will assume the role of Chief Strategy Officer of the Company, a position currently held by Akira Komatsu. As of such transition date, Mr. Komatsu will hold the position of Chief of the Group Representative Office for SBC Medical Group Co., Ltd. (Japan), a subsidiary of the Company.

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.

	SBC Medical Group Holdings Incorporated
Date:<br> April 2, 2025	By:	/s/ Yuya Yoshida
		Name:<br> Yuya Yoshida
		Title:<br> Chief Financial Officer