TEN Holdings, Inc. 8-K

What Happened
TEN Holdings, Inc. (XHLD) filed an 8-K on Feb. 5, 2026 announcing that longtime independent Chair Naoaki Mashita resigned from the Board effective Jan. 30, 2026 (not due to any disagreement with management). On Feb. 2, 2026 the Board appointed Christina Maldonado to fill the vacancy; she will serve until the 2026 annual meeting (or until a successor is elected). The Board also designated Randolph Wilson Jones III (the company's CEO) as Board Chair on Feb. 4, 2026 and named Ms. Maldonado the Lead Independent Director.

Key Details

• Resignation: Naoaki Mashita resigned as Director and independent Chair, effective Jan. 30, 2026; resignation not related to any disagreement with the company.
• New director: Christina Maldonado appointed Feb. 2, 2026; Board determined she is independent under NASDAQ rules.
• Committee roles & pay: Maldonado joins the Audit Committee and Compensation Committee, will chair the Compensation Committee, and will receive a $10,000 annual cash retainer as a non-employee director. The Company also entered its standard indemnification agreement with her.
• Committee structure: On Feb. 2, 2026 the Board established a Compensation Committee and a Nominating & Corporate Governance Committee composed of independent directors. Per NASDAQ transition rules, Maldonado is currently the sole member of the Compensation Committee; Gan Yong Sheng is sole member and chair of the Nominating & Corporate Governance Committee.

Why It Matters
This 8-K documents leadership and governance changes that affect board oversight: the independent chair role changed hands and the CEO now serves as Board Chair while the newly appointed independent director will act as Lead Independent Director and chair compensation oversight. Investors should note the board composition and committee assignments (including the limited current membership under NASDAQ transition periods), as these impact governance, oversight of management and executive compensation.