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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 8-K

 

CURRENT REPORT

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

 

Date of Report (Date of earliest event reported): January 2, 2025

 

Foxx Development Holdings Inc.

(Exact name of registrant as specified in its charter)

 

Delaware   001-42285   99-5119494
(State or other jurisdiction   (Commission File Number)   (IRS Employer
of incorporation)       Identification Number)

 

13575 Barranca Parkway C106
Irvine
, CA
  92618
(Address of principal executive offices)   (Zip Code)

 

201-962-5550

(Registrant’s telephone number, including area code)

 

(Former name or former address, if changed since last report.)

 

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 (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   Name of each exchange  on which registered
Common Stock, par value $0.0001 per share   FOXX   The Nasdaq Stock Market LLC
Warrants, each whole warrant exercisable for one share of Common Stock at an exercise price of $11.50   FOXXW   The Nasdaq Stock Market LLC

   

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. 

 

 

 

 

 

 

Section 7 - Regulation FD

 

Item 7.01. Regulation FD Disclosure

 

On January 2, 2024, Foxx Development Holdings Inc. (“Foxx”) issued a press release to announce that it will ring the Nasdaq Closing Bell on Friday, January 3, 2025.

 

A copy of the press release is furnished as Exhibit 99.1 hereto. The information contained in this Current Report on Form 8-K (including the exhibits) is being furnished and shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that Section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as otherwise expressly stated in such filing.

 

Section 9 - Financial Statements and Exhibits

 

Item 9.01   Financial Statements and Exhibits

 

(d) Exhibits. The following exhibits are filed with this Form 8-K:

 

Exhibit No.    Description of Exhibits
99.1   Press Release, dated January 2, 2025.
   
104   Cover Page Interactive Data File (embedded within the Inline XBRL document).

 

1

 

 

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.

 

  Foxx Development Holdings Inc.
   
  By: /s/ Gregory Foley
  Name:  Gregory Foley
  Title: Chief Executive Officer
     
Date: January 2, 2025    

 

 

2

 

Exhibit 99.1

 

GFoxx Development to Celebrate Milestone by Ringing Nasdaq Closing Bell on January 3, 2025

 

Irvine, CA, Jan. 2, 2025 — Foxx Development Holdings Inc. (“Foxx Development” or “Company”) (Nasdaq: FOXX), a leading provider of consumer electronics and integrated Internet-of-Things (IoT) solutions for retail and institutional clients, today announced that it will ring the Nasdaq Closing Bell on Friday, January 3, 2025. This milestone event celebrates the Company’s successful transition to a publicly traded entity in September 2024 and highlights its continued momentum in expanding its business operations and market presence.

 

The Nasdaq Closing Bell Ceremony, hosted at the iconic Nasdaq MarketSite in Times Square, New York City, is a prestigious tradition celebrating corporate achievements and growth. Greg Foley, CEO of Foxx Development, will lead the ceremony alongside members of the Company’s leadership team, employees, valued customers, strategic partners, and other distinguished guests.

 

Greg Foley, CEO, stated: “Ringing the Nasdaq Closing Bell is a significant milestone for Foxx Development, representing the dedication and innovation of our team. It reflects our unwavering commitment to sustainable growth, delivering value to shareholders, and providing cutting-edge IoT solutions to our customers. We are excited to celebrate this achievement and continue driving excellence in all we do.

 

The ceremony will be broadcast live on the Nasdaq website at https://www.nasdaq.com/marketsite/bell-ringing-ceremony, with live footage and event highlights starting at 3:45 p.m. Eastern Time. Photos and videos of the event will also be available on Foxx Development’s corporate website and social media channels shortly after the ceremony.

 

About Foxx Development Holdings Inc.

 

Foxx Development is a consumer electronics and integrated Internet-of-Things (IoT) solution company catering to both retail and institutional clients. With robust research and development capabilities and a strategic commitment to cultivating long-term partnerships with mobile network operators, distributors and suppliers around the world, it currently sells a diverse range of products including mobile phones, tablets and other consumer electronics devices throughout the United States, and is in the process of developing and distributing end-to-end communication terminals and IoT solutions. For more information, please visit http://foxxusa.com and http://ir.foxxusa.com.

 

Forward-Looking Statements

 

This press release contains forward-looking statements within the meaning of Section 27A of the U.S. Securities Act of 1933, as amended (the “Securities Act”), and Section 21E of the U.S. Securities Exchange Act of 1934, as amended (“Exchange Act”). Such statements include, but are not limited to, statements about future financial and operating results, our plans, objectives, expectations and intentions with respect to future operations, products and services; and other statements identified by words such as “will likely result,” “are expected to,” “will continue,” “is anticipated,” “estimated,” “believe,” “intend,” “plan,” “projection,” “outlook” or words of similar meaning. Such forward-looking statements are based upon the current beliefs and expectations of our management and are inherently subject to significant business, economic and competitive uncertainties, and contingencies, many of which are difficult to predict and generally beyond our control. Actual results and the timing of events may differ materially from the results anticipated in these forward-looking statements.

 

Investor Relations Contact:

 

International Elite Capital
Annabelle Zhang
Telephone: +1(646) 866-7928
Email: foxx@iecapitalusa.com

 

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