Form 6-K - Report of foreign issuer [Rules 13a-16 and 15d-16]

 

 

 

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 October 2024

 

Commission File Number: 001-41647

 

OHMYHOME LIMITED

(Exact name of registrant as specified in its charter)

 

11 Lorong 3 Toa Payoh

Block B, #04-16/21, Jackson Square

Singapore 319579

(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 Form40-F.

 

Form 20-F ☒ Form 40-F ☐

 

Share Issuance Pursuant to the Compensation Settlement Agreement

 

On September 9, 2024, Ohmyhome Limited (the “Company”), entered into Compensation Settlement Agreements (the “Agreements”) with two directors, Rhonda Wong and Race Wong (the “Directors”). Since January 2024, these Directors have voluntarily withheld their compensation. The Company decided to settle the withheld compensation by issuing shares to the Directors pursuant to the Agreements.

 

Terms

 

The Agreements provide for the issuance of 217,565 shares to each Director, based on the market price of the Company’s shares at $0.405 per share. These shares are being issued in accordance with the compensation withheld from each Director, totaling S$114,548 (US$88,114).

 

The shares have been issued on October 4, 2024.

 

A form of the Agreement is furnished as Exhibit 99.1 to this report on Form 6-K.

 

Exhibits

 

Exhibit No.		Description
99.1		Form of Compensation Settlement Agreement

 

 

 

 

 

SIGNATURES

 

Pursuant to the requirements of the Securities and Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

 

	Ohmyhome Limited
Date: October 10, 2024	By:	/s/ Rhonda Wong
		Rhonda Wong Director and Chief Executive Officer

 

 

Exhibit 99.1

 

Compensation Settlement Agreement

 

This Compensation Settlement Agreement (the “Agreement”) is made and entered into as of [   ], 2024, by and between:

 

OHMYHOME LIMITED, a corporation organized and existing under the laws of the Cayman Islands, with its principal place of business located at 11 Lorong 3 Toa Payoh Block B, #04-16/21, Jackson Square, Singapore 319579 (hereinafter referred to as the “Company”),

 

and

 

[   ], residing at [   ] (hereinafter referred to as the “Director”).

 

WHEREAS, the Director has voluntarily withheld part of their compensation since January 2024 and wishes to purchase newly issued shares of the Company at the latest share price to increase their holdings;

 

WHEREAS, the Company and the Director wish to settle the compensation withheld by issuing shares to the Director;

 

NOW, THEREFORE, in consideration of the mutual covenants and promises herein contained, the parties hereto agree as follows:

 

1. Issuance of Shares

 

The Company agrees to issue a total of 217,565 ordinary shares to the Director at the closing share price on September 6, 2024 of $0.405 per share.

 

The shares will be issued as compensation for the withheld amount of S$114,548 (US$88,114).

 

2. Settlement of Compensation

 

The issuance of shares as described above shall constitute full and final settlement of the compensation withheld by the Director since January 2024.

 

The Director acknowledges and agrees that no further compensation is owed by the Company for the period of withholding.

 

3. Representations and Warranties

 

The Company represents and warrants that it has the full authority to issue the shares and that the shares will be duly authorized, validly issued, fully paid, and non-assessable.

 

The Director represents and warrants that they have the full authority to enter into this Agreement and that the acceptance of the shares constitutes full settlement of the withheld compensation.

 

4. Governing Law

 

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

 

5. Entire Agreement

 

This Agreement constitutes the entire agreement between the parties with respect to the subject matter hereof and supersedes all prior agreements and understandings, whether written or oral, relating to such subject matter.

 

6. Amendments

 

Any amendments or modifications to this Agreement must be in writing and signed by both parties.

 

 

 

IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the day and year first above written.

 

Ohmyhome Limited
By:
Name:	Rhonda Wong
Title:	Director and CEO

 

[Director]
By:
Name:

 

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