Summit Networks Inc 8-K, filed Oct 17, 2025
Summit Networks Inc. (SNTW)
About this 8-K
Summit Networks Inc filed this 8-K on October 17, 2025, reporting on events of October 12, 2025.
Items reported
- Item 5.02: Director or officer change, or executive pay
- Item 5.03: Charter or bylaw amendment, or fiscal year change
- Item 9.01: Financial statements and exhibits
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(D) OF THE
SECURITIES EXCHANGE ACT OF 1934
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ITEM 5.02. DEPARTURE OF DIRECTORS OR CERTAIN OFFICERS; ELECTION OF DIRECTORS; APPOINTMENT OF CERTAIN OFFICERS; COMPENSATORY ARRANGEMENTS OF CERTAIN OFFICERS.
Election of Directors and Appointment Of Certain Officers
On October 12, 2025, the board of directors (the “Board”) appointed Ms. Lei (Leila) Yang as a new independent director of the Company and also designated her as the Chair of the Audit Committee and the Board’s audit committee financial expert. Her biographical information is as follows:
Lei (Leila) Yang, age 69
Ms. Yang has worked as a bookkeeper at the Beijing Zhongke Qingfeng Technology Co., Ltd from 2024 to the present and she has also served as Chairman of the Board of Directors at Fairy Farm (Beijing Technology Co., Ltd) from 2019 to the present. From 2021 to 2024, she was a Senior Manager at Yixian Datong Technology Group Co., Ltd. in Cangzhou, China. From 2011 to 2018. She was the Chief Accountant at China Kingho Energy Group Ltd. in Beijing, China. From 2011 to 2014 she was Chairman of the Supervisory Board for Lanpec Technologies Ltd. in Lanzhou City, Gansu Province. From 2008 to 2011 she was Chairman of the Advisory Board for YTO Group Corporation in Luoyang, Henan. In 1983, Ms. Yang earned a bachelor’s degree in accounting at the Renmin University of China, located in Beijing, China.
Director Resignations
On October 15, 2025, Youyang (John) Cheng resigned from the Board upon the expiration of his engagement term, effective the same date. On October 15, 2025, Xuezhi (George) Ma also resigned from the Board and from the Audit Committee, effective the same date. Their resignations did not result from any disagreement with the Company on any matter relating to the Company's operations, policies or practices.
Successor / Re-appointment
On October 15, 2025, the Board re-appointed Jian Hua (James) Shu to serve as an Independent Director (second term) and concurrently as Vice Chair of the Audit Committee, effective the same date, to serve pursuant to the Company's bylaws until his successor is duly appointed and qualified or until his earlier resignation or removal. There are no arrangements or understandings between Mr. Shu and any other person pursuant to which he was selected as a director, and there are no related-party transactions with Mr. Shu requiring disclosure under Item 404(a) of Regulation S-K.
Biography
Mr. Shu, age 73, was employed as a Head of Operations at Cara Operations Limited (“COL”) from May 1990 to June 2016. COL is in the airline services business. In 1985 Mr. Shu earned a degree in Industrial Economics Management at Shanghai University of Finance and Economics, located in Shanghai, China.
Committee Reconstitution
Effective October 15, 2025, the Board reconstituted the Audit Committee to consist of three independent directors as follows: Lei(Leila)Yang (Chair; audit committee financial expert), Jian Hua (James) Shu (Vice Chair), and Nancy (Member).
Compensatory Arrangements
Ms. Yang’s independent director agreement became effective October 12, 2025. Under the agreement: (i) there are no equity awards or option grants; (ii) there is no cash retainer; (iii) upon completion of each quarterly or annual filing package and delivery of the Audit Committee's voting memorandum, Ms. Yang is eligible for a C$200 document fee per Form 10-Q or Form 10-K; and (iv) she is eligible for an annual C$3,000 stipend for online governance coordination. The term is two (2) years. These amounts are not contingent on audit opinions or filing outcomes.
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ITEM 5.03 AMENDMENTS TO ARTICLES OF INCORPORATION OR BYLAWS
On October 12, 2025, the Board approved amendments to Article III of the Company’s Bylaws to: (1) permit annual and special meetings of securityholders to be held virtually or in person, with identity verification, real-time participation and voting, and real-time recordkeeping; (2) require that the annual meeting be held no later than 120 days after the Company’s December 31 fiscal year-end; and (3) set the quorum for meetings of securityholders at not less than one-third (1/3) of the voting power entitled to vote at the meeting.
The full text of the Bylaws amendment is filed as Exhibit 3.2 to this Current Report on Form 8-K and incorporated herein by reference.
ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS
Exhibits.
(d) Exhibits.
| Exhibit | Description | |
| 3.02 | Resolution Re Amendment to Bylaws | |
| 99.1 | Resignation of Xuezhi Ma dated October 15, 2025 | |
| 99.2 | Resignation of Youyang Cheng dated October 15, 2025 |
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.
| Summit Networks Inc. | ||
| Date: October 17, 2025 | By: | /s/Chao Long Huang |
| Chao Long Huang | ||
| Chief Executive Officer | ||
| (Principal Executive Officer) | ||
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Exhibit 3.02
![[ex302001.jpg]](/stocks/sntw/documents/5621619b-1ff6-4b44-8352-ce8bd4cfd968/asset/ex302001.jpg)
![[ex302002.jpg]](/stocks/sntw/documents/5621619b-1ff6-4b44-8352-ce8bd4cfd968/asset/ex302002.jpg)
Exhibit 99.1
![[ex991001.jpg]](/stocks/sntw/documents/5621619b-1ff6-4b44-8352-ce8bd4cfd968/asset/ex991001.jpg)
Exhibit 99.2
![[ex992001.jpg]](/stocks/sntw/documents/5621619b-1ff6-4b44-8352-ce8bd4cfd968/asset/ex992001.jpg)