Item 5. Other Information
ITEM 5. Other Information.
Securities Trading Plans of Directors and Executive Officers
During the three months ended June 30, 2024, none of our officers or directors adopted or terminated a "Rule 10b5-1 trading arrangement" or "non-Rule 10b5-1 trading arrangement," as each term is defined in Item 408 of Regulation S-K.
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ITEM 6. Exhibits
The following exhibits are incorporated herein by reference or are filed or furnished with this report as indicated below:
Incorporated by Reference
Exhibit Number Description Form Exhibit Filing Date
3.1
Second Amended and Restated Certificate of Incorporation
8-K 3.1 8/11/2017
3.2
Certificate of Amendment to Certificate of Incorporation
8-K 3.1.2 8/27/2018
3.3
Amended and Restated Bylaws
8-K 3.02 11/4/2022
3.4
First Amendment to Amended and Restated Bylaws, dated April 25, 2023
8-K 3.1 4/26/2023
3.5
Certificate of Designation of Rights, Preferences and Privileges of Series A Participating Preferred Stock
8-K 3.1 4/11/2023
4.1
Specimen Common Stock Certificate
S-1/A 4.2 7/28/2017
4.2
Form of Unit Purchase Option between the Registrant and Chardan Capital Markets, LLC
S-1/A 4.5 7/28/2017
4.3
Amendment to Preferred Stock Rights Agreement, dated as of April 11, 2024, by and between HF Foods Group Inc. and Equiniti Trust Company, LLC (f/k/a American Stock Transfer & Trust Company, LLC), as rights agent
8-A 4.2 4/12/2024
10.1 †
Offer Letter, dated April 22, 2024, by and among HF Foods Group Inc. and Cindy Yao.
8-K 10.1 4/25/2024
10.2
Lease dated July 2, 2018, between Anheart Inc. and 825 Broadway Realty, LLC, Samayabeneli RE LLC, AS 2 East 30, LLC, 273 Yoco LLC, and UBA 2 East 30, LLC.
8-K 10.1 5/6/2024
10.3
Amendment to Lease, dated as of January 21, 2021, between Anheart, Inc. and 825 Broadway Realty, LLC, Samayabeneli RE LLC, AS 2 East 30, LLC, 273 Yoco LLC, and UBA 2 East 30, LLC.
8-K 10.2 5/6/2024
10.4
Assignment and Assumption of Lease Agreement, dated as of August 16, 2022 and effective as of April 30, 2024, between Anheart, Inc. and 273 Fifth Avenue, L.L.C.
8-K 10.3 5/6/2024
10.5 †
Form of Restricted Stock Unit Award Agreement
S-8 4.2 6/5/2024
10.6 †
Form of Performance Awards Agreement
S-8 4.3 6/5/2024
10.7 †
First Amendment to HF Foods Group Inc. 2018 Omnibus Equity Incentive Plan
S-8 4.4 6/5/2024
10.8 †
Second Amendment to HF Foods Group Inc. 2018 Omnibus Equity Incentive Plan
DEF14A Annex 4/24/2024
10.9 †
Separation Agreement, effective May 31, 2024, between HF Foods Group Inc. and Carlos Rodriguez.
8-K 10.1 6/5/2024
10.10 †
Form of Director Letter Agreement
8-K 10.1 6/28/2024
31.1 *
Certification of Chief Executive Officer pursuant to Rule 13a-14 and Rule 15d-14(a), promulgated under the Securities and Exchange Act of 1934, as amended.
31.2 *
Certification of Chief Financial Officer pursuant to Rule 13a-14 and Rule 15d-14(a), promulgated under the Securities and Exchange Act of 1934, as amended.
32.1 **
Certification of Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
32.2 **
Certification of Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
101.INS* XBRL Instance Document
101.SCH* XBRL Taxonomy Extension Schema Document
101.CAL* XBRL Taxonomy Extension Calculation Linkbase Document
101.DEF* XBRL Taxonomy Extension Definition Linkbase Document
101.LAB* XBRL Taxonomy Extension Label Linkbase Document
101.PRE* XBRL Taxonomy Extension Presentation Linkbase Document
104* Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101)
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* Filed herewith.
** Furnished herewith.
† Indicates a management contract or compensatory plan or arrangement.
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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 thereunto duly authorized.
HF Foods Group Inc.
By: /s/ Xiao Mou Zhang
Xiao Mou Zhang
Chief Executive Officer
By: /s/ Cindy Yao
Cindy Yao
Chief Financial Officer
(Principal accounting and financial officer)
Date: August 9, 2024
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Text extracted from the filing as submitted to EDGAR. Formatting, tables and exhibits are simplified for reading; the original document is authoritative for anything you rely on.