NMHIW Natures Miracle Holding Inc

 

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): December 1, 2024

 

NATURE’S MIRACLE HOLDING INC.

(Exact name of registrant as specified in its charter)

 

Delaware		001-41977		88-3986430
(State or other jurisdiction of Incorporation)		(Commission File Number)		(IRS Employer Identification Number)

 

3281 E. Guasti Road, Suite 175 Ontario, CA 91761		91761
(Address of registrant’s principal executive office)		(Zip code)

 

(909) 218-4601

(Registrant’s telephone number, including area code)

 

Not Applicable

(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 (see General Instruction 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, par value $0.0001 per share		NMHI		The Nasdaq Stock Market LLC
Warrants to purchase Common Stock, at an exercise price of $11.50 per share		NMHIW		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. ☐

 

 

 

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

 

Departure of George Yutuc as Chief Financial Officer and Appointment as Chief Operating Officer

 

On December 1, 2024, the Board of Directors (the “Board”) of Nature’s Miracle Holding Inc. (the “Company”) approved the transition of George Yutuc from his role as Chief Financial Officer to Chief Operating Officer of the Company, effective immediately.

 

Appointment of Daphne Y. Huang as Chief Financial Officer

 

On December 1, 2024, the Board appointed Daphne Y. Huang, effective December 1, 2024, as Chief Financial Officer of the Company.

 

Prior to her appointment as Chief Financial Officer of the Company, Ms. Huang, 54 years old, served as Chief Financial Officer at Gorilla Technology Group Inc., a Nasdaq-listed company providing global Edge AI security solutions, from July 2022 to August 2024. From August 2021 to July 2022, she was the Chief Financial Officer of GoFor Industries Inc., an IT platform enabled last mile logistics company operating in Canada and the United States. Between April 2020 and August 2021, Ms. Huang served as Chief Financial Officer and Chief Accounting Officer at Taro Pharmaceutical Industries Ltd., a multinational pharmaceutical company listed on NYSE. Prior to that, she held the role of Chief Financial Officer and Interim Chief Operating Officer at Humanwell USA LLC / PuraCap International LLC, a global pharmaceutical company, from June 2016 to April 2020. Earlier in her career, Ms. Huang served as a Senior Portfolio Manager in the Middle Market Banking Group at HSBC Bank from 2015 to 2016. From 2009 to 2015, she was the Chief Financial Officer at Lihua International, Inc., a Nasdaq-listed manufacturing and distribution company. Ms. Huang also held roles in debt capital markets as Vice President at GE Capital Markets, Inc. from 2003 to 2009 and as Senior Associate at Fleet Securities, Inc. (now acquired by Bank of America) from 2000 to 2002. Ms. Huang was the Senior Auditor in Capital Markets Group at PricewaterhouseCoopers LLP from 1997 to 2000. Ms. Huang is a licensed Certified Public Accountant and earned her Master of Business Administration in Finance/Management/International Business from New York University’s Leonard N. Stern School of Business in 2000. She received her Bachelor of Business Administration in Accounting from Baruch College, City University of New York, in 1995.

 

In connection with Ms. Huang’s appointment, the Company entered into an employment agreement (the “Employment Agreement”) with Ms. Huang, dated December 1, 2024.

 

Under the terms of the Employment Agreement, Ms. Huang will receive an annual salary of $280,000 and a one-time equity grant of 100,000 restricted shares of common stock of the Company vesting evenly over a two-year period, subject to her continued employment with the Company.

 

The foregoing is not a complete description of the Employment Agreement and is qualified in its entirety by reference to the full text of the Employment Agreement, which is filed as Exhibit 10.1 to this current report, and incorporated herein by reference.

 

There are no arrangements or understandings between Ms. Huang and any other person pursuant to which she was appointed as Chief Financial Officer of the Company. Ms. Huang does not have any family relationships with any director or executive officer of the Company. There are no related party transactions (within the meaning of Item 404(a) of Regulation S-K promulgated under the Securities Act of 1933, as amended) between Ms. Huang and the Company.

 

 

Item 7.01. Regulation FD Disclosures.

 

On December 3, 2024, the Company issued a press release announcing the appointment of Daphne Y. Huang as the Company’s Chief Financial Officer and the appointment of George Yutuc as the Company’s Chief Operating Officer. A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated by reference herein.

 

The information in this Item 7.01 of this Current Report on Form 8-K and Exhibit 99.1 attached hereto shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section or Sections 11 and 12(a)(2) of the Securities Act of 1933, as amended. The information contained in this Item 7.01 shall not be incorporated by reference into any filing with the SEC made by the Company, whether made before or after the date hereof, regardless of any general incorporation language in such filing.

 

Item 9.01. Financial Statements and Exhibits.

 

(d) Exhibits.

 

Exhibit No.		Description
10.1		Employment Agreement, dated December 1, 2024, by and between Nature’s Miracle Holding Inc. and Daphne Y. Huang.
99.1		Press Release of Nature’s Miracle Holding Inc. dated December 3, 2024.
104		Cover Page Interactive Data File (formatted in Inline XBRL).

 

 

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.

 

Dated: December 5, 2024

 

	NATURE’S MIRACLE HOLDING INC.
	By:	/s/ Tie (James) Li
	Name:	Tie (James) Li
	Title:	Chief Executive Officer

 

 

3

Exhibit 10.1

 

EMPLOYMENT AGREEMENT

 

This EMPLOYMENT AGREEMENT (the “Agreement”), is entered into as of December 1, 2024, by and between Nature’s Miracle Incorporated, a Delaware corporation (the “Company”), and Daphne Huang, an individual (the “Executive”). The term “Company” as used herein with respect to all obligations of the Executive and all obligations of the Company hereunder shall be deemed to include the Company and all of its direct or indirect parent companies, subsidiaries, affiliates, or subsidiaries or affiliates of its parent companies (collectively, the “Group”).

 

RECITALS

 

The Company desires to employ the Executive and to assure itself of the services of the Executive during the term of Employment (as defined below).

 

The Executive desires to be employed by the Company during the term of Employment and upon the terms and conditions of this Agreement.

 

AGREEMENT

 

The parties hereto agree as follows:

 

1.

POSITION

 

The Executive hereby accepts the position of Chief Financial Officer of the Company (the “Employment”).

 

2.

TERM

 

Subject to the terms and conditions of this Agreement, the initial term of the Employment shall be three years, commencing on December 1, 2024 (the “Effective Date”), unless terminated earlier pursuant to the terms of this Agreement. Upon expiration of the three-year term, the Employment shall be automatically extended for successive one-year terms unless either party gives the other party hereto a one-month prior written notice to terminate the Employment prior to the expiration of the then current term or unless terminated earlier pursuant to the terms of this Agreement.

 

3.

PROBATION

 

There is no probationary period.

 

4.

DUTIES AND RESPONSIBILITIES

 

The Executive’s duties at the Company will include all jobs assigned by the Company’s Chief Executive Officer (“CEO”) and the board of directors (the “Board”). The Executive will report directly to the Company’s CEO.

 

The Executive shall devote all of her working time, attention and skills to the performance of her duties at the Company and shall faithfully and diligently serve the Company in accordance with this Agreement, the bylaws of the Company, as may be amended form time to time (the “Charter”), and the guidelines, policies and procedures of the Company approved from time to time by the Board.

 

5.

NO BREACH OF CONTRACT

 

The Executive shall use her best efforts to perform her duties hereunder. The Executive shall not, without prior consent of the Board, become an employee of any entity other than the Company and any subsidiary or affiliate of the Company, and shall not be concerned or interested in any business or entity that directly or indirectly competes with the Company (any such business or entity, a “Competitor”), provided that nothing in this clause shall preclude the Executive from holding shares or other securities of any Competitor that is listed on any securities exchange or recognized securities market anywhere. The Company shall have the right to require the Executive to resign from any board or similar body which she may then serve if the Board reasonably determines, and notifies the Executive in writing, that the Executive’s service on such board or body interferes with the effective discharge of the Executive’s duties and responsibilities to the Company or that any business related to such service is then in competition with any business of the Company or any of its subsidiaries or affiliates.

 

 

The Executive hereby represents to the Company that: (i) the execution and delivery of this Agreement by the Executive and the performance by the Executive of the Executive’s duties hereunder shall not constitute a breach of, or otherwise contravene, the terms of any other agreement or policy to which the Executive is a party or otherwise bound, except for agreements that are required to be entered into by and between the Executive and any member of the Group pursuant to applicable law of the jurisdiction where the Executive is based, if any; (ii) the Executive has no information (including, without limitation, confidential information and trade secrets) relating to any other person or entity which would prevent, or be violated by, the Executive entering into this Agreement or carrying out her duties hereunder; and (iii) the Executive is not bound by any confidentiality, trade secret or similar agreement (other than this) with any other person or entity.

 

6.

LOCATION

 

The Executive will be based in New York City, NY, Los Angeles, CA, and Toledo, OH area until both parties hereto agree to change otherwise. The Executive acknowledges that she may be required to travel from time to time in the course of performing her duties for the Company.

 

7.

COMPENSATION AND BENEFITS

 

(a)

Compensation. The Executive’s cash compensation (inclusive of any statutory social welfare reserves that the Company may be required to set aside for the Executive under applicable law) shall be provided by the Company (“Schedule A”) or as specified in a separate agreement between the Executive and the Company’s designated subsidiary or affiliated entity, subject to annual review and adjustment by the Company or the compensation committee of the Board. The cash compensation may be paid by the Company, a subsidiary or affiliated entity or a combination thereof, as designated by the Company from time to time.

 

(b)

Equity Incentives. The Company will grant the Executive a one-time equity award of 100,000 restricted shares. These shares will vest evenly over a two-year period, contingent upon the Executive’s continued employment with the Company.

 

(c)

Benefits. The Executive is eligible for participation in any standard employee benefit plan of the Company that currently exists or may be adopted by the Company in the future, including, but not limited to, any retirement plan, life insurance plan, health insurance plan and travel/holiday plan.In addition, the Executive is eligible for annual cash and stock bonuses, subject to the approval of the Compensation Committee.

 

8.

TERMINATION OF THE AGREEMENT

 

(a)

By the Company. The Company may terminate the Employment for cause, at any time, without notice or remuneration, if the Executive (1) commits any serious or persistent breach or non-observance of the terms and conditions of the Employment; (2) is convicted of a criminal offence other than one which, in the reasonable opinion of the Board, (a) does not affect the Executive’s position as an employee of the Company, bearing in mind the nature of the Executive’s duties and the capacity in which the Executive is employed or (b) is the result of the Company’s or the Board’s unlawful acts or failure to act; (3) willfully disobeys a lawful and reasonable order of federal, state, or local court, agency or other governmental body of competent jurisdiction; or (4) misconducts herself, commits fraud of dishonest acts and such conduct is inconsistent with the due and faithful discharge of the Executive’s material duties hereunder.

 

 

(b)

By the Executive. The Executive may terminate the Employment at any time with a 1-month prior written notice to the Company or by payment of 1 month’s salary in lieu of notice. In addition, the Executive may resign prior to the expiration of the Agreement or agree to an alternative arrangement with respect to the Employment if such arrangement is approved by the Board.

 

(c)

Notice of Termination. Any termination of the Executive’s Employment under this Agreement shall be communicated by written notice of termination from the terminating party to the other party in accordance with the provisions of Section 20 below. The notice of termination shall indicate the specific provision(s) of this Agreement relied upon in effecting the termination.

 

9.

CONFIDENTIALITY AND NONDISCLOSURE

 

(a)

Confidentiality and Non-disclosure. The Executive hereby agrees at all times during the term of her Employment and after termination of the Executive’s Employment under this Agreement, to hold in the strictest confidence, and not to use, except for the benefit of the Group, or to disclose to any person, corporation or other entity without written consent of the Company, any Confidential Information. The Executive understands that “Confidential Information” means any proprietary or confidential information of the Group, its affiliates, their clients, customers or partners, and the Group’s licensors, including, without limitation, technical data, trade secrets, research and development information, product plans, services, customer lists and customers (including, but not limited to, customers of the Group on whom the Executive called or with whom the Executive became acquainted during the term of her Employment), supplier lists and suppliers, software, developments, inventions, processes, formulas, technology, designs, drawings, engineering, hardware configuration information, personnel information, marketing, finances, information about the suppliers, joint ventures, licensors, licensees, distributors, and other persons with whom the Company does business, information regarding the skills and compensation of other employees of the Company or other business information disclosed to the Executive by or obtained by the Executive from the Company, its affiliates, or their clients, customers, or partners, either directly or indirectly, in writing, orally or by drawings or observation of parts or equipment, if specifically indicated to be confidential or reasonably expected to be confidential. Notwithstanding the foregoing, Confidential Information shall not include information that is generally available and known to the public through no fault of the Executive.

 

(b)

Company Property. The Executive understands that all documents (including computer records, facsimile and e-mail) and materials created, received or transmitted in connection with her work or using the facilities of the Company are property of the Company and subject to inspection by the Company, at any time. Upon termination of the Executive’s Employment with the Company (or at any other time when requested by the Company), the Executive will promptly deliver to the Company all documents and materials of any nature pertaining to her work with the Company and will provide prompt written certification of her compliance with this Agreement. Under no circumstances will the Executive have, following her termination, in her possession any property of the Company, or any documents or materials or copies thereof containing any Confidential Information.

 

(c)

Former Employer Information. The Executive agrees that she has not and will not, during the term of her Employment, (i) improperly use or disclose any proprietary information or trade secrets of any former employer or other person or entity with which the Executive has an agreement or duty to keep in confidence, or (ii) bring into any premises of the Company any document or confidential or proprietary information belonging to such former employer, person or entity unless consented to in writing by such former employer, person or entity. The Executive will indemnify the Company and hold it harmless from and against all claims, liabilities, damages and expenses, including reasonable attorneys’ fees and costs of suit, arising out of or in connection with any violation of the foregoing.

 

 

(d)

Third Party Information. The Executive recognizes that the Company may have received, and in the future may receive, from third parties confidential or proprietary information subject to a duty on the Company’s part to maintain the confidentiality of such information and to use it only for certain limited purposes. The Executive agrees that the Executive owes the Company and such third parties, during the Executive’s Employment by the Company and thereafter, a duty to hold all such confidential or proprietary information in the strictest confidence and not to disclose it to any person or firm and to use it in a manner consistent with, and for the limited purposes permitted by, the Company’s agreement with such third party.

 

This Section 9 shall survive the termination of this Agreement for any reason. In the event the Executive breaches this Section 9, the Company shall have right to seek remedies permissible under applicable law.

 

10.

WITHHOLDING TAXES

 

Notwithstanding anything else herein to the contrary, the Company may withhold (or cause there to be withheld, as the case may be) from any amounts otherwise due or payable under or pursuant to this Agreement such national, provincial, local or any other income, employment, or other taxes as may be required to be withheld pursuant to any applicable law or regulation.

 

11.

NOTIFICATION OF NEW EMPLOYER

 

In the event that the Executive leaves the employ of the Company, the Executive hereby grants consent to notification by the Company to her new employer about her post-Employment rights and obligations under this Agreement.

 

12.

ASSIGNMENT

 

This Agreement is personal in its nature and neither of the parties hereto shall, without the consent of the other, assign or transfer this Agreement or any rights or obligations hereunder; provided, however, that (i) the Company may assign or transfer this Agreement or any rights or obligations hereunder to any member of the Company without such consent, and (ii) in the event of a merger, consolidation, or transfer or sale of all or substantially all of the assets of the Company with or to any other individual(s) or entity, this Agreement shall, subject to the provisions hereof, be binding upon and inure to the benefit of such successor, assignee or transferee and such successor, assignee or transferee shall discharge and perform all the promises, covenants, duties, and obligations of the Company hereunder.

 

13.

SEVERABILITY

 

If any provision of this Agreement or the application thereof is held invalid, the invalidity shall not affect other provisions or applications of this Agreement which can be given effect without the invalid provisions or applications and to this end the provisions of this Agreement are declared to be severable.

 

14.

ENTIRE AGREEMENT

 

This Agreement constitutes the entire agreement and understanding between the Executive and the Company regarding the terms of the Employment and supersedes all prior or contemporaneous oral or written agreements concerning such subject matter, other than any such agreement under any employment agreement entered into with a subsidiary of the Company at the request of the Company to the extent such agreement does not conflict with any of the provisions herein. The Executive acknowledges that she has not entered into this Agreement in reliance upon any representation, warranty or undertaking which is not set forth in this Agreement.

 

 

15.

REPRESENTATIONS AND COVENANTS

 

The Executive hereby represents that the Executive’s performance of all the terms of this Agreement will not breach any agreement to keep in confidence proprietary information acquired by the Executive in confidence or in trust prior to her Employment by the Company. The Executive has not entered into, and hereby agrees that she will not enter into, any oral or written agreement in conflict with this Section 15. The Executive represents that the Executive will consult her own consultants for tax advice and is not relying on the Company for any tax advice with respect to this Agreement or any provisions hereunder.

 

During your Employment the Company agrees to indemnify and hold harmless Executive against any and all losses, claims, damages and liabilities, joint or several, and expenses (including all legal or other expenses reasonably incurred by Executive) caused by or arising out of (i) any misrepresentation or untrue statement or alleged misrepresentation or untrue statement of a material fact made by the Company to Executive, or the omission or the alleged omission by the Company to state to Executive a material fact necessary in order to make statements made not misleading in light of the circumstances under which they were made (except to the extent such misrepresentations, untrue statements or omissions are based on information provided to the Company by a third party consultant and the Company has no knowledge that any such information is a misrepresentation, untrue or false), (ii) any misrepresentation or untrue statement or alleged misrepresentation or untrue statement of a material fact contained in any document furnished to Executive, or the omission or the alleged omission by the Company to state in the documents furnished to Executive a material fact necessary in order to make the statements therein not misleading in light of the circumstances under which they were made, to the extent such misstatements or omissions are made in reliance upon and in conformity with written information furnished by the Company for use in the documents furnished to Executive, (iii) any breach or alleged breach of any representation, warranty or covenant made by the Company during your employment, or (iv) the Company’s bad faith, gross negligence or willful misconduct in providing Executive with accurate information to perform your duties and obligations as Executive as required by any state, federal and/or other regulatory authority. The Company agrees to reimburse Executive for any reasonable expense (including reasonable fees and expenses of counsel and paralegals) incurred as a result of producing documents, presenting testimony or evidence, or preparing to present testimony or evidence (based upon time expended by Executive at then current time charges or if such person shall have no established time charges, then based upon reasonable charges), in connection with any federal, state, county or other court or administrative proceeding (including any investigation which may be preliminary thereto) arising out of or relating to the performance by Executive of any obligation for which Executive are indemnified hereunder. The foregoing indemnifications include and are not limited to any liability based on Section 304 and all other applicable sections of the Sarbanes-Oxley Act, as amended. These Section 15 indemnifications shall survive the termination of this Agreement for any reason. In the event the Company breaches this Section 15 indemnifications, the Executive shall have right to seek remedies permissible under applicable law.

 

16.

GOVERNING LAW

 

This Agreement shall be governed by and construed in accordance with the laws of the State of Delaware, without regard to principles of conflict of laws.

 

17.

ARBITRATION

 

Any dispute arising out of, in connection with or relating to, this Agreement shall be resolved through arbitration pursuant to this Section 17. The arbitration shall be conducted in New York in accordance with the rules of the Commercial Arbitration Rules of the American Arbitration Association in effect at the time of the arbitration. The award of the arbitration tribunal shall be final and binding upon the disputing parties, and any party may apply to a court of competent jurisdiction for enforcement of such award.

 

 

18.

AMENDMENT

 

This Agreement may not be amended, modified or changed (in whole or in part), except by a formal, definitive written agreement expressly referring to this Agreement, which agreement is executed by both of the parties hereto.

 

19.

WAIVER

 

Neither the failure nor any delay on the part of a party to exercise any right, remedy, power or privilege under this Agreement shall operate as a waiver thereof, nor shall any single or partial exercise of any right, remedy, power or privilege preclude any other or further exercise of the same or of any right, remedy, power or privilege, nor shall any waiver of any right, remedy, power or privilege with respect to any occurrence be construed as a waiver of such right, remedy, power or privilege with respect to any other occurrence. No waiver shall be effective unless it is in writing and is signed by the party asserted to have granted such waiver.

 

20.

NOTICES

 

All notices, requests, demands and other communications required or permitted under this Agreement shall be in writing and shall be deemed to have been duly given and made if (i) sent by facsimile or email listed below each party’s signature to this Agreement (provided confirmation of transmission is mechanically or electronically generated and kept on file by the sending party), (ii) delivered by hand, (iii) otherwise delivered to the mailing address listed below each party’s signature to this Agreement against receipt therefor, or (iv) sent by a recognized courier with next-day or second-day delivery to the mailing address listed below each party’s signature to this Agreement or to the last known address of the other party.

 

21.

COUNTERPARTS

 

This Agreement may be executed in any number of counterparts, each of which shall be deemed an original as against any party whose signature appears thereon, and all of which together shall constitute one and the same instrument. This Agreement shall become binding when one or more counterparts hereof, individually or taken together, shall bear the signatures of all of the parties reflected hereon as the signatories. Photographic copies of such signed counterparts may be used in lieu of the originals for any purpose.

 

22.

NO INTERPRETATION AGAINST DRAFTER

 

Each party recognizes that this Agreement is a legally binding contract and acknowledges that such party has had the opportunity to consult with legal counsel of choice. In any construction of the terms of this Agreement, the same shall not be construed against either party on the basis of that party being the drafter of such terms. The Executive agrees and acknowledges that she has read and understands this Agreement, is entering into it freely and voluntarily, and has been advised to seek counsel prior to entering into this Agreement and has had ample opportunity to do so.

 

[Signature Page Follows]

 

 

IN WITNESS WHEREOF, this Agreement has been executed as of the date first written above.

 

Nature’s Miracle Incorporated,
By:	/s/ Tie “James” Li
Name:	Tie “James” Li
Title:	Chairman & CEO

 

Mailing Address: E. Guasti Road, Suite 175, Ontario, CA

 

Facsimile:

Email Adress: [XXXXXXXXXX]

 

Executive
Signature:	/s/ Daphne Huang
Name:	Daphne Huang
Title:	CFO

 

Email Adress: [XXXXXXXXXX]

 

[Signature Page to Employment Agreement]

 

 

Schedule A

 

Annual compensation is 280,000 USD per annum.

 

 

 

 

Exhibit 99.1

 

Nature’s Miracle Holding Inc. Appoints New Chief Financial Officer and Chief Operating Officer

 

ONTARIO, Calif., Dec. 3, 2024 /PRNewswire/ -- Nature’s Miracle Holding Inc. (NASDAQ: NMHI) (“Nature’s Miracle” or the “Company”), a leader in vertical farming technology and infrastructure, announced today that Daphne Y. Huang has been appointed Chief Financial Officer and George Yutuc, has stepped down from serving as Chief Financial Officer (CFO) and will now serve as the Company’s Chief Operating Officer (COO). These strategic leadership appointments aim to advance the Company’s long-term growth strategy and enhance operational efficiency.

 

Ms. Daphne Y. Huang brings over two decades of financial and operational leadership experience spanning the healthcare, pharmaceutical, manufacturing, IT backed-logistics, artificial intelligence (AI), and financial services sectors. Ms. Huang served as Chief Financial Officer at Gorilla Technology Group Inc., a Nasdaq-listed company providing global Edge AI security solutions, from July 2022 to August 2024. From August 2021 to July 2022, she was the Chief Financial Officer of GoFor Industries Inc., a fast-growing IT platform enabled last mile logistics company operating in Canada and the United States. Between April 2020 and August 2021, Ms. Huang served as Chief Financial Officer and Chief Accounting Officer at Taro Pharmaceutical Industries Ltd., a multinational pharmaceutical company listed on NYSE. Prior to that, she held the role of Chief Financial Officer and Interim Chief Operating Officer at Humanwell USA LLC / PuraCap International LLC, a global pharmaceutical company, from June 2016 to April 2020. Earlier in her career, Ms. Huang served as a Senior Portfolio Manager in the Middle Market Banking Group at HSBC Bank from 2015 to 2016. From 2009 to 2015, she was the Chief Financial Officer at Lihua International, Inc., a Nasdaq-listed manufacturing and distribution company. Ms. Huang also held roles in debt capital markets as Vice President at GE Capital Markets, Inc. from 2003 to 2009 and as Senior Associate at Fleet Securities, Inc. (now acquired by Bank of America) from 2000 to 2002. Mr. Huang was the Senior Auditor in Capital Markets Group at PricewaterhouseCoopers LLP from 1997 to 2000. Ms. Huang is a licensed Certified Public Accountant and earned her Master of Business Administration in Finance/Management/International Business from New York University’s Leonard N. Stern School of Business in 2000. She received her Bachelor of Business Administration in Accounting from Baruch College, City University of New York, in 1995.

 

Mr. George Yutuc served as the Company’s Chief Financial Officer until December 1, 2024 and became the Company’s Chief Operating Officer on December 1, 2024. From 2021 to 2023 he consulted with major private equity firms and a top strategy firm in the field of packaging, single use restaurant supplies, manufacturing in California and evaluating industry targets. From 2019 to 2021 he was CFO of Karat Packaging, a manufacturer and distributor of paper and plastic cups, “to go” boxes and related supplies. The Company went from a privately-held $175 million company to a $300 million revenue Nasdaq-listed company during this time. Between 2001 and 2018 he served as CFO or controller in fast-growth companies including EbrokerCenter, Jet Aerospace, ScribeRight and Casestack. Prior to 2001, he held key positions as an audit manager, senior manager and director of corporate finance at CPA firm Deloitte & Touche from 1996 to 2001. George earned his Bachelor of Arts degree and MBA from the University of California, Los Angeles. He has served as a part-time adjunct instructor in Business Acquisitions and Finance at his alma mater from 2005 to 2020.

 

Mr. James Li, Chairman and CEO of Nature’s Miracle, commented, “We are thrilled to enhance our executive team with Daphne’s financial expertise. Her extensive financial acumen and achievements in driving growth and efficiency will be invaluable as we continue to execute our strategic vision. We also extend our gratitude to Mr. George Yutuc for his outstanding contributions as CFO and are excited about his continued leadership as COO. These appointments signify a crucial step in aligning our leadership with the Company’s growth strategy. Daphne’s proven track record in driving strategic financial initiatives, combined with George’s experience in scaling operations, positions us for success in the next chapter of our journey.”

 

Ms. Daphne Y. Huang, CFO of Nature’s Miracle, stated, “I am honored to join Nature’s Miracle at such an exciting time. The Company’s dedication to strategic diversification in this ever-evolving industry is truly remarkable. I look forward to working with the team to build on its achievements and drive continued success.”

 

Mr. George Yutuc, COO of Nature’s Miracle, added, “It is a privilege to transition into this role and help shape the operational excellence of Nature’s Miracle. I am eager to collaborate with our talented team to optimize processes, improve efficiencies, and drive long-term value creation.”

 

 

About Nature’s Miracle Holding Inc.

 

Nature’s Miracle (www.Nature-Miracle.com) is a growing agriculture technology company providing equipment and services to growers in the Controlled Environment Agriculture (“CEA”) industry which also includes vertical farming in North America. Nature’s Miracle offers hardware to design, build and operate various indoor growing settings including greenhouse and indoor-growing spaces. Nature’s Miracle, through its two wholly-owned subsidiaries (Visiontech Group, Inc. and Hydroman, Inc.), provides grow lights as well as other hydroponic products to hundreds of indoor growers in North America.

 

Forward-Looking Statements

 

The information in this press release includes “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements include, but are not limited to, statements regarding expectations, hopes, beliefs, intentions or strategies regarding the future. In addition, any statements that refer to projections, forecasts or other characterizations of future events or circumstances, including any underlying assumptions, are forward-looking statements. The words “anticipate,” “believe,” “contemplate,” “continue,” “could,” “estimate,” “expect,” “forecast,” “intends,” “may,” “will,” “might,” “plan,” “possible,” “potential,” “predict,” “project,” “should,” “would” and similar expressions may identify forward-looking statements, but the absence of these words does not mean that a statement is not forward-looking. Forward-looking statements in this press release may include, for example: the intended use of proceeds from the offering; successful launch and implementation of Nature’s Miracle’s joint projects with manufacturers and other supply chain participants of steel, rubber and other materials; changes in Nature’s Miracle’s strategy, future operations, financial position, estimated revenues and losses, projected costs, prospects and plans; Nature’s Miracle’s ability to develop and launch new products and services; Nature’s Miracle’s ability to successfully and efficiently integrate future expansion plans and opportunities; Nature’s Miracle’s ability to grow its business in a cost-effective manner; Nature’s Miracle’s product development timeline and estimated research and development costs; the implementation, market acceptance and success of Nature’s Miracle’s business model; developments and projections relating to Nature’s Miracle’s competitors and industry; and Nature’s Miracle’s approach and goals with respect to technology. These forward-looking statements are based on information available as of the date of this press release, and current expectations, forecasts and assumptions, and involve a number of judgments, risks and uncertainties. Accordingly, forward-looking statements should not be relied upon as representing views as of any subsequent date, and no obligation is undertaken to update forward-looking statements to reflect events or circumstances after the date they were made, whether as a result of new information, future events or otherwise, except as may be required under applicable securities laws. As a result of a number of known and unknown risks and uncertainties, actual results or performance may be materially different from those expressed or implied by these forward-looking statements. Some factors that could cause actual results to differ include: the ability to maintain the listing of the Company’s shares on Nasdaq; changes in applicable laws or regulations; the effects of the coronavirus (COVID-19) and any future outbreaks on Nature’s Miracle’s business; the ability to implement business plans, forecasts, and other expectations, and identify and realize additional opportunities; the risk of downturns and the possibility of rapid change in the highly competitive industry in which Nature’s Miracle’s operates; the risk that Nature’s Miracle’s and its current and future collaborators are unable to successfully develop and commercialize Nature’s Miracle’s products or services, or experience significant delays in doing so; the risk that the Company may never achieve or sustain profitability; the risk that the Company will need to raise additional capital to execute its business plan, which may not be available on acceptable terms or at all; the risk that the Company experiences difficulties in managing its growth and expanding operations; the risk that third-party suppliers and manufacturers are not able to fully and timely meet their obligations; the risk that Nature’s Miracle’s is unable to secure or protect its intellectual property; the possibility that Nature’s Miracle’s may be adversely affected by other economic, business, and/or competitive factors; and other risks and uncertainties described in Nature’s Miracle’s filings from time to time with the SEC.

 

Contacts

Daphne Y. Huang

Chief Financial Officer

Email: daphne.huang@nature-miracle.com

 

Ascent Investors Relations LLC

Tina Xiao

Phone: +1-646-932-7242

Email: investors@ascent-ir.com

 

 

 

v3.24.3

Cover	Dec. 01, 2024
Document Type	8-K
Amendment Flag	false
Document Period End Date	Dec. 01, 2024
Entity File Number	001-41977
Entity Registrant Name	NATURE’S MIRACLE HOLDING INC.
Entity Central Index Key	0001947861
Entity Tax Identification Number	88-3986430
Entity Incorporation, State or Country Code	DE
Entity Address, Address Line One	3281 E. Guasti Road
Entity Address, Address Line Two	Suite 175
Entity Address, City or Town	Ontario
Entity Address, State or Province	CA
Entity Address, Postal Zip Code	91761
City Area Code	909
Local Phone Number	218-4601
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Entity Emerging Growth Company	true
Elected Not To Use the Extended Transition Period	false
Common Stock, par value $0.0001 per share
Title of 12(b) Security	Common Stock, par value $0.0001 per share
Trading Symbol	NMHI
Security Exchange Name	NASDAQ
Warrants to purchase Common Stock, at an exercise price of $11.50 per share
Title of 12(b) Security	Warrants to purchase Common Stock, at an exercise price of $11.50 per share
Trading Symbol	NMHIW
Security Exchange Name	NASDAQ

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