Elite Express Holding Inc. 8-K

What Happened

• Elite Express Holding Inc. announced it completed a private placement and appointed a new Chief Financial Officer. On June 4, 2026, the company closed a Regulation S private placement that issued 32,000,000 shares of Class A common stock at $0.25 per share for aggregate gross proceeds of $8,000,000 to eight non‑U.S. investors. On June 8, 2026, the Board appointed Ye Hua as Chief Financial Officer, effective the same day.

Key Details

• Private placement: 32,000,000 Class A shares sold at $0.25/share for $8,000,000 gross proceeds; offering conducted offshore under Rule 903 of Regulation S to eight non‑U.S. purchasers.
• Closing date: June 4, 2026; Stock Purchase Agreements dated March 10, 2026 (previously disclosed March 11, 2026).
• Securities: Shares are restricted securities as defined in Rule 144(a)(3) of the Securities Act.
• CFO appointment: Ye Hua named principal financial and accounting officer effective June 8, 2026; annual base salary $60,000, eligible for discretionary cash bonus; employment and indemnification agreements dated June 8, 2026 were executed and filed as exhibits.
• Background on Ye Hua: experience in tax compliance, financial reporting and analysis; passed all sections of the CPA exam; Master of Science in Accountancy (UNC Wilmington, 2021).

Why It Matters

• The private placement provides the company with $8.0 million in gross proceeds, increasing available cash resources. The issuance of 32 million new Class A shares is a material equity issuance and results in share dilution for existing holders (the filing does not state pre- or post-transaction outstanding share totals).
• Appointing a dedicated CFO and entering employment/indemnification agreements clarifies who will be responsible for financial reporting and internal controls going forward, which is an important governance and disclosure consideration for investors.