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): October 17, 2022
TANCHENG GROUP CO., LTD.
(Exact name of registrant as specified in its charter)
| Nevada | | 333-228803 | | 38-4086827 |
(State or other jurisdiction of incorporation) | | (Commission File Number) | | (IRS Employer Identification No.) |
No. 32, Huili Township, Jiaocheng County
Lvliang City, Shanxi Province, P.R. China 030500
(Address of principal executive offices, zip code)
(+86) 139-1097-2765
(Registrant’s telephone number, including area code)
Bigeon Corp.
(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 |
| None | | N/A | | N/A |
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 5.07. Submission of Matters to a Vote of Security Holders.
On October 17, 2022, the holder of Bigeon Corp. (the “Company”), representing approximately 79.9% voting power of the total issued and outstanding capital stock of the Company, acting by written consent, approved a Certificate of Amendment to Articles of Incorporation (the “Certificate of Amendment”) of the Company to change the Company’s name to Tancheng Group Co., Ltd. (the “Name Change”). Such approval and consent constitute the approval and consent of at least a majority of the voting power of the Company’s outstanding capital stock and are sufficient under Section 78.320 of the Nevada Revised Statutes and the Company’s Articles of Incorporation and Bylaws in effect to approve the Certificate of Amendment.
The Name Change was also approved by the Company’s sole director on the same date. The Company filed the Certificate of Amendment with the Secretary of State of the State of Nevada on October 17, 2022. The Certificate of Amendment is attached hereto as Exhibit 3.1. In connection with the Name Change, the Company has filed a notice with the Financial Industry Regulatory Authority applying to effect the Name Change and change the trading symbol for the Company’s common stock on the OTC markets.
ITEM 9.01. Financial Statements and Exhibits.
(d) Exhibits
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.
| | Tancheng Group Co., Ltd. | |
| | | | |
| Dated: December 13, 2022 | By: | /s/ Yu Yang | |
| | Name: | Yu Yang | |
| | Title: | Chief Executive Officer and Chief Financial Officer | |
