8-K

XMax Inc. (XWIN)

8-K 2025-05-27 For: 2025-05-27
View Original
Added on April 07, 2026

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): May 27, 2025

NovaLifeStyle, Inc.

(Exact name of registrant as specified in its charter)

Nevada 001-36259 90-0746568
(State<br> or Other Jurisdiction (Commission (I.R.S.<br> Employer
of<br> Incorporation) File<br> Number) Identification<br> No.)

6565E. Washington Blvd., Commerce, CA 90040

(Address of Principal Executive Office) (Zip Code)

(323)888-9999

(Registrant’s telephone number, including area code)

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))

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

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. ☐

Securities registered pursuant to Section 12(b) of the Act:

Title of each class Trading Symbol(s) Name of each exchange on which registered
Common<br> Stock, par value $0.001 per share NVFY Nasdaq<br> Stock Market

Item5.07 Submission of Matters to a Vote of Security Holders.


Nova LifeStyle, Inc. (the “Company”) held a special meeting of stockholders on May 22, 2025 (the “Special Meeting”).

At the Special Meeting, the Company’s stockholders approved the following proposal set forth in the Company’s definitive proxy statement for the Special Meeting filed with the Securities and Exchange Commission on April 25, 2025. The following is a tabulation of the voting on the proposal presented at the Special Meeting:

ProposalNo.1 — to approve of the issuance of (i) our common stock, in one or more offerings, where the maximum discount at whichour common stock will be offered will be equivalent to a discount of 50% below the closing price of our common stock on the date priorto the closing of each offering; and (ii) warrants to purchase shares of our common stock and shares of our common stock issuable uponexercise thereof, in one or more offerings, where the maximum discount at which our common stock will be offered will be equivalent toa discount of 40% below the closing price of our common stock on the date prior to the closing of each offering. The voting results were as follows:

FOR AGAINST ABSTAIN BROKER NON-VOTE
6,445,338 16,802 1,952 0

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.

Nova LifeStyle, Inc.
By: /s/ Xiaohua Lu
Xiaohua<br> Lu
Chief<br> Executive Officer

Date: May 27, 2025