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

Date of Report (Date of earliest event reported): ~~May~~July 2310, 2023

TAKUNG ART CO., LTD

(Exact name of Registrant as specified in its charter)

Delaware

001-38036

26-4731758

(State or other jurisdiction

of Incorporation)

(Commission

File No.)

(IRS Employer
Identification No.)

Office Q 11^th Floor, Kings Wing Plaza 2

No. 1 Kwan Street, Sha Tin, New Territories, Hong Kong

(Address of Principal Executive Offices)

Registrant’s telephone number: +8613020144962

Room 709 Tower 2, Admiralty Centre,

18 Harcourt Road, Admiralty, Hong Kong

(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 (see General Instruction A.2. below):

☐	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐	Pre-commencement 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 of each class		Trading Symbol(s)		Name of each exchange on which registered
Common Stock, par value $0.001 per share		TKAT		NYSE American

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. ☐

Item 35.0102 ~~Notice~~Departure of ~~Delisting~~Directors or ~~Failure~~Certain toOfficers; ~~Satisfy~~Election aof ~~Continued~~Directors; ~~Listing~~Appointment ~~Rule~~of orCertain ~~Standard~~Officers; ~~Transfer~~Compensatory Arrangements of ~~Listing.~~Certain Officers

On ~~May~~July 2310, 2023, ~~Takung Art Co~~Mr., ~~Ltd.~~Jianguang ~~(the~~Qian ~~“Company”)~~tendered ~~received~~his aresignation ~~notice~~as ~~from~~ the ~~NYSE~~Chief ~~Regulation~~Financial ~~(the~~Officer ~~“NYSE Regulation”)~~ of ~~NYSE~~Takung ~~American~~Art Co., ~~LLC~~Ltd. ~~indicating that the Company was not in compliance with Section 1007 of the NYSE American Company Guide~~ (the “~~Listing Rule~~Company”), ~~because~~effective ~~the~~immediately. ~~Company~~Mr. ~~failed~~Qian’s decision to ~~timely~~resign ~~file~~was ~~its~~not ~~Quarterly Report on Form 10-Q for~~ the ~~quarterly~~result ~~period~~of ~~ended~~any ~~March 31, 2023~~disagreements ~~(the “Form 10-Q”),~~ with the ~~Securities~~Company ~~and~~on ~~Exchange~~any ~~Commission~~matter ~~(the~~related ~~“SEC”). The Listing Rule requires listed companies~~ to ~~timely~~the ~~file~~operations, ~~all~~policies, ~~required~~or ~~periodic~~practices ~~financial~~of ~~reports with~~ the ~~SEC~~Company.

~~The~~On the same ~~Company~~date, ~~filed~~the nominating committee of the ~~Form~~board ~~10-Q~~of ondirectors ~~May~~(the 24“Board”) of the Company appointed Mr. Yaobin Wang as the new Chief Financial Officer, ~~2023~~effective immediately, ~~and~~to ~~received~~fill ain ~~letter~~the vacancy resulting from the ~~NYSE~~resignation ~~Regulation~~of ~~informing~~Mr. Qian. In connection with Mr. Wang’s appointment, the Company ~~that~~and itMr. ~~had~~Wang ~~regained~~entered into an employment agreement, dated July 10, 2023 (the “CFO ~~compliance~~Employment ~~with~~Agreement”), ~~Section~~pursuant ~~1007~~to which Mr. Wang will receive an annual base salary of ~~the~~$60,000 ~~Listing~~and ~~Rule~~discretionary share compensation for his services as aChief ~~result~~Financial Officer. His term of employment, which began July 10, 2023, is for one year, with the ~~Company’s~~first ~~filing~~three months ofbeing ~~its~~his ~~Form~~probationary ~~10-Q~~period. AsHis ~~the~~employment ~~Company~~may ~~has~~be ~~regained~~terminated at any time during this probationary period and thereafter upon ~~compliance,~~one ~~the~~month’s ~~receipt~~written ofnotice. ~~the~~Mr. ~~Letter~~Wang ~~confirmed~~may ~~that~~terminate ~~the~~his ~~matter~~employment ~~was~~at ~~now~~any ~~closed~~time for any reason or no reason upon three month’s advance written notice.

~~Item~~Mr. 5Yaobin Wang has served as the Finance Director & Operation Data Director of Lvmama.07com ~~Submission~~since August 2018. From June 2017 to July 2018, Mr. Wang served as the Director and CFO of SunMoon ~~Matters~~Food Company Limited (SGX: AAJ). Mr. Wang served as an Investment Director of Yiguo Group from June 2017 to July 2018 and prior to that as Finance Director from April 2015 to June 2017. Mr. Wang received his bachelor’s degree in International Trade & Economy from Shanghai Jiao Tong University in 2008. Mr. Wang is a ~~Vote~~certified ofpublic ~~Security~~accountant ~~Holders~~in China (CICPA) and the United States (AICPA).

~~At the~~There ~~annual~~is ~~meeting~~no offamily ~~stockholders~~relationship between Mr. Wang and any of ~~the~~our ~~Company~~other ~~held~~officers onand ~~May~~directors. ~~25,~~Except ~~2023~~for the employment agreement described above, Mr. Wang has not had any transaction with the Company’s ~~stockholders~~since ~~voted~~the onbeginning ~~the~~of ~~matters~~our ~~described below~~last fiscal year.

1. The ~~Company’s~~foregoing ~~stockholders~~description ~~elected~~of ~~four directors, each to serve until~~ the ~~2023~~principal ~~annual meeting~~ terms of ~~stockholders~~the ~~and~~CFO ~~until~~Employment ~~their~~Agreement ~~respective~~is ~~successors~~a ~~have~~general ~~been~~description ~~elected~~only, ~~and~~does ~~qualified or~~not ~~until~~purport ~~their~~to ~~earlier~~be ~~resignation~~complete, orand ~~removal.~~is ~~The~~qualified ~~number~~in ofits ~~shares~~entirety ~~that~~by ~~(a)~~reference to ~~voted for~~ the ~~election~~terms of ~~each~~the ~~director~~CFO ~~and~~Employment ~~(b)~~Agreement ~~withheld authority~~attached tohereto ~~vote~~as ~~for~~Exhibit ~~each~~10.1, ~~director~~which is ~~summarized~~incorporated inherein ~~the~~by ~~table~~this ~~below:~~ reference.

Director Nominee	Votes For		Votes Withheld
Kuangtao Wang		19,366,770		62,162
Doug Buerger		19,296,560		132,372
Ronggang (Jonathan) Zhang		19,282,499		146,433
Guisuo Lu		19,366,731		62,201

Item 9.01.

Financial Statements and Exhibits.

There were no broker non-votes with respect to the election of each director.

Exhibit No.		Description
10.1		Employment Agreement of Yaobin Wang, dated July 10, 2023
104		Cover Page Interactive Data File (embedded within the Inline XBRL document).

2. The Company’s stockholders ratified the selection of Assentsure PAC as the Company’s independent registered public accounting firm for the year ending December 31, 2022. The number of shares that voted for, against, and abstained from voting for this proposal is summarized in the table below:

Votes For		Votes Against		Abstentions
19,363,233		34,902		30,797

There were no broker non-votes on the proposal to ratify the selection of the Company’s independent registered public accounting firm for the year ending December 31, 2022.

3. The Company’s stockholders approved the proposed sale (the “Disposition”) of our subsidiaries, Hong Kong MQ Group Limited, Hong Kong Takung Art Company Limited to Fecundity Capital Investment Co., Ltd for a purchase price of US$1,500,000. The number of shares that voted for, against, and abstained from voting for this proposal is summarized in the table below:

Votes For		Votes Against		Abstentions
19,335,749		53,053		40,130

There were no broker non-votes on the proposal to approve the Disposition.

4. The Company’s stockholders approved the adoption of the Amended and Restated Agreement and Plan of Merger (“Merger Agreement”) by and between the Company and NFT Limited, an exempted company incorporated under the laws of the Cayman Islands and a wholly owned subsidiary of the Company (the “Redomicile”) pursuant to which NFT Limited will be the surviving company. The number of shares that voted for, against, and abstained from voting for this proposal is summarized in the table below:

Votes For		Votes Against		Abstentions
19,281,568		114,105		33,259

There were no broker non-votes on the proposal to approve the adoption of the Merger Agreement and the Redomicile.

5. The Company’s stockholders approved the adoption of the Memorandum and Articles of Association of NFT Limited (the “M&A”) pursuant to which NFT Limited will be authorized to issue 450,000,000 Class A ordinary shares, par value US$0.0001 each (the “Class A Ordinary Shares”), 50,000,000 Class B ordinary shares, par value US$0.0001 each (the “Class B Ordinary Shares”). The number of shares that voted for, against, and abstained from voting for this proposal is summarized in the table below:

Votes For		Votes Against		Abstentions
19,231,733		163,060		34,139

There were no broker non-votes on the proposal to approve the adoption of the M&A.

6. The Company’s stockholders approved an alteration to the share capital of the Company by the conversion of each of the Company’s issued and paid up share of Common Stock with a par value of $0.001 (the “Common Stock”) into one Class A Ordinary Share to be issued as fully paid in the name of each shareholder, for each share of Common Stock which was registered in the name of each shareholder prior to the application of this resolution (collectively, the “Reclassification”). The number of shares that voted for, against, and abstained from voting for this proposal is summarized in the table below:

Votes For		Votes Against		Abstentions
19,234,999		160,675		33,258

There were no broker non-votes on the proposal to approve the Reclassification.

7. The Company’s stockholders approved the adoption of the Company’s 2023 Equity Incentive Plan (the “2023 Plan”). The number of shares that voted for, against, and abstained from voting for this proposal is summarized in the table below:

Votes For		Votes Against		Abstentions
19,232,376		164,589		31,967

There were no broker non-votes on the proposal to approve the 2023 Plan.

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.

Date: ~~May~~July 2510, 2023

	Takung Art Co., Ltd

	/s/ Kuangtao Wang
	Name:	Kuangtao Wang
	Title:	Chief Executive Officer

Filing Compare · Takung Art Co., Ltd