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Section 1: 8-K (CURRENT REPORT)



United States


Washington, D.C. 20549






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


Date of Report (Date of earliest event reported): December 17, 2018


Sino-Global Shipping America, Ltd.

(Exact name of Registrant as specified in charter)


Virginia   001- 34024   11-3588546
(State or other jurisdiction
of Incorporation)
  (Commission File No.)   (IRS Employer
Identification No.)

1044 Northern Boulevard, Suite 305

Roslyn, New York 11576-1514

(Address of principal executive offices) (Zip Code)


Registrant’s telephone number, including area code: (718) 888-1814


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:


Written communications pursuant to Rule 425 under the Securities Act (17CFR230.425)
Soliciting material pursuant to Rule14a-12 under the Exchange Act (17CFR240.14a-12)
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17CFR240.14d-2(b))
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17CFR240.13e-4(c))


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 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.


On December 17, 2018, Mr. Ming Zhu resigned from his position as a member of the Board of Directors (the “Board”) of Sino-Global Shipping America, Ltd. (the “Company”) and from his positions on the following committees of the Board: Chairperson of the Corporate Governance Committee, a member of the Audit Committee and the Compensation Committee. Mr. Zhu’s resignation was not the result of any disagreement between the Company and him on any matter relating to the Company’s operations, policies or practices.


A copy of this report has been provided to Mr. Zhu, who has been provided with the opportunity to furnish a letter addressed to the Company stating whether he agrees with the statements made in this report, and if not, stating the respects in which he does not agree. Mr. Zhu has not delivered any such letter to the Company.


On December 20, 2018, the Board appointed Bradley Haneberg as a member of the Audit Committee to fill the vacancy left by the resignation of Mr. Zhu.







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.


  Sino-Global Shipping America, Ltd.
Date: December 21, 2018 By: /s/ Lei Cao
  Name: Lei Cao
  Title: Chief Executive Officer




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