UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K/A

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): April 2, 2025 (March 31, 2025)

Addentax Group Corp.

(Exact name of registrant as specified in its charter)

Nevada

001-41478

35-2521028

(State or other jurisdiction

of incorporation)

(Commission

File Number)

(IRS Employer

Identification No.)

Kingkey 100, Block A, Room 4805,

Luohu District, Shenzhen City, China 518000

(Address of principal executive offices)

Registrant’s telephone number, including area code: +(86) 755 86961 405

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 Instructions 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		ATXG		Nasdaq Capital Market

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. ☐

EXPLANATORY NOTE

On March 31, 2025, Addentax Group Corp. (the “Company”) held its Annual Meeting of Stockholders for the fiscal year ended March 31, 2024 (the “Annual Meeting”). On March 31, 2025, the Company filed a Current Report on Form 8-K with the U.S. Securities and Exchange Commission to report the voting results at the Annual Meeting (the “Current Report”). This Current Report on Form 8-K/A is being filed solely to amend the Current Report in order to disclose the decision by the Company’s board of directors (the “Board”) by unanimous written consent without a meeting on April 1, 2025 to approve how frequently the Company will conduct future stockholder votes on a non-binding advisory resolution on the compensation of the Company’s named executive officers (the “Say-on-Frequency Vote”).

Item 5.07 Submission of Matters to a Vote of Security Holders.

At the Annual Meeting, among other matters, the Company voted on a proposal regarding the Say-on-Frequency Vote. As previously disclosed in the Current Report, the stockholders of the Company selected the option to hold future stockholder votes on a non-binding advisory resolution on the compensation of the Company’s named executive officers (a “Say-on-Pay Vote”) every three (3) years. The final voting results for such proposal were as follows:

One Year		Two Years		Three Years		Abstain
14,166		805		1,672,598		344,975

There were 783,157 broker non-votes with respect to such proposal.

In light of and consistent with the votes cast with respect to such proposal, on April 1, 2025, the Board determined to hold a Say-on-Pay Vote every three (3) years until the next Say-on-Frequency Vote or until the Board otherwise determines that a different frequency for a Say-on-Pay Vote is in the best interests of the stockholders of the Company. The next Say-on-Frequency Vote is currently required to occur no later than the Company’s Annual Meeting of Stockholders for the fiscal year ended March 31, 2030.

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: April 2, 2025	Addentax Group Corp.

	By:	/s/ Hong Zhida
	Name:	Hong Zhida
	Title:	Chief Executive Officer

ADDENTAX GROUP CORP. 8-K/A