Report of Foreign Issuer Pursuant to Rule 13a-16 or 15d-16 (6-k)
18 May 2021 - 7:14AM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 6-K
REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE
13a-16 OR 15d-16
UNDER THE SECURITIES EXCHANGE ACT OF 1934
For the month of May 2021
Commission File Number: 333-231839
CHINA SXT PHARMACEUTICALS, INC.
(Translation of registrant’s name into English)
178 Taidong Rd North, Taizhou
Jiangsu, China
(Address of principal executive office)
Indicate by check mark whether the registrant files
or will file annual reports under cover of Form 20-F or Form 40-F.
Form 20-F ☒ Form
40-F ☐
Indicate by check mark if the registrant is submitting
the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): ☐
Note: Regulation S-T Rule 101(b)(1) only permits the
submission in paper of a Form 6-K if submitted solely to provide an attached annual report to security holders.
Indicate by check mark if the registrant is submitting
the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): ☐
Note: Regulation S-T Rule 101(b)(7) only permits the
submission in paper of a Form 6-K if submitted to furnish a report or other document that the registrant foreign private issuer must furnish
and make public under the laws of the jurisdiction in which the registrant is incorporated, domiciled or legally organized (the registrant’s
“home country”), or under the rules of the home country exchange on which the registrant’s securities are traded, as
long as the report or other document is not a press release, is not required to be and has not been distributed to the registrant’s
security holders, and, if discussing a material event, has already been the subject of a Form 6-K submission or other Commission filing
on EDGAR.
As previously disclosed, the transaction contemplated
in certain securities purchase agreement (the “SPA”) and voting agreements dated February 8, 2021, between China SXT
Pharmaceuticals, Inc. (the “Company”) and Xiaodong Ji, a non-affiliate non-U.S. person, has not been closed yet because
the purchaser has not delivered the aggregate purchase price to the Company in accordance with such agreement. Therefore, the Company
and Mr. Ji agreed to terminate such transaction and signed certain termination notices on May 8, 2021.
The Company’s board of directors and the shareholders
have previously approved the appointment of Mr. Ji as a director of the Company, which would be effective upon closing of the transaction
contemplated therein the SPA. Therefore, Mr. Ji will not serve as a director of the Company due to the termination of the SPA.
SPECIAL NOTE REGARDING FORWARD-LOOKING STATEMENT
This Current Report contains forward-looking statements.
All statements contained in this Current Report other than statements of historical fact are forward-looking statements. The words “believe,”
“may,” “will,” “estimate,” “continue,” “anticipate,” “intend,”
“expect,” “seek” and similar expressions are intended to identify forward-looking statements. We have based these
forward-looking statements largely on our current expectations and projections about future events and trends that we believe may affect
our financial condition, results of operations, business strategy, short-term and long-term business operations and objectives, and financial
needs.
These forward-looking statements are subject to a
number of risks, uncertainties and assumptions, including, but not limited to, the following: the effects of the COVID-19 outbreak, including
its impact on the demand for our products; the duration of the COVID-19 outbreak and severity of such outbreak in regions where we
operate; the pace of recovery following the COVID-19 outbreak; our ability to implement cost containment and business recovery
strategies; the adverse effects of the COVID-19 outbreak on our business or the market price of our ordinary shares, the Company’s
goals and strategies; the Company’s future business development; product and service demand and acceptance; changes in technology;
economic conditions; reputation and brand; the impact of competition and pricing; government regulations; fluctuations in general economic
and business conditions in China and assumptions underlying or related to any of the foregoing and other risks contained in reports filed
by the Company with the Securities and Exchange Commission. In light of these risks, uncertainties and assumptions, the future events
and trends discussed in this Current Report may not occur and actual results could differ materially and adversely from those anticipated
or implied in the forward-looking statements.
You should not rely upon forward-looking statements
as predictions of future events. The events and circumstances reflected in the forward-looking statements may not be achieved or occur.
Although we believe that the expectations reflected in the forward-looking statements are reasonable, we cannot guarantee future results,
levels of activity, performance, or achievements. Except as required by applicable law, we undertake no duty to update any of these forward-looking
statements after the date of this Current Report or to conform these statements to actual results or revised expectations.
SIGNATURE
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.
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CHINA SXT PHARMACEUTICAL, INC.
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By:
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/s/ Feng Zhou
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Feng Zhou
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Chief Executive Officer
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Date: May 17, 2021
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