ESG Inc. 8-K

What Happened
ESG Inc. (ESGH) filed an 8-K stating that on May 21, 2026, director Joseph F. Rossetti resigned from the Company’s Board of Directors and all board committees, effective immediately, and confirmed his resignation was not due to any disagreement with the Company. On the same date the remaining directors appointed Richard Xie, age 55, to fill the vacancy and immediately named him a member of the Audit Committee, Compensation Committee, and Nominating and Corporate Governance Committee, and Chair of both the Audit Committee and the Compensation Committee.

Key Details

• Resignation date: May 21, 2026; departing director: Joseph F. Rossetti.
• New director: Richard Xie (55), CEO of Kapital Max Inc.; appointment effective May 21, 2026.
• Board findings: Xie qualifies as an independent director under OTCQB standards and is deemed financially sophisticated and qualified for the Audit Committee.
• Other disclosures: No arrangements or family relationships related to Xie’s appointment; no reportable transactions with Xie since the start of the last fiscal year; no current compensatory arrangement for his board service.

Why It Matters
Board composition and committee leadership affect oversight of financial reporting, executive pay, and corporate governance. Investors should note the immediate change in Audit Committee leadership and that the Company affirms the new director’s independence and financial expertise. The filing contains no indication of disagreement with management and no current compensation terms for the new director; any future compensation will be disclosed as required.