UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
(Amendment No. 1)
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
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Explanatory Note
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Item 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.
As previously disclosed, on September 25, 2026, the Board of Directors (the “Board”) of the Company approved and adopted the Third Amended and Restated Bylaws of the Company (the “Prior Third A&R Bylaws”). The Prior Third A&R Bylaws inadvertently omitted an intended revision. On October 7, 2026, the Board approved and adopted the corrected Third Amended and Restated Bylaws of the Company (the “Corrected Third A&R Bylaws”), effective immediately, which supersede and replace the Prior Third A&R Bylaws in their entirety.
The foregoing description of the Corrected Third A&R Bylaws does not purport to be complete and is qualified in its entirety by reference to the full text of the Corrected Third A&R Bylaws, a copy of which is filed as Exhibit 3.1 to this Current Report on this Form 8-K/A and is incorporated herein by reference.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
| Exhibit Number |
Description | |
| 3.1 | The Third Amended and Restated Bylaws of the Company (Corrected), effective as of October 7, 2026 | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
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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.
| Marwynn Holdings, Inc. | ||
| By: | /s/ Yin Yan | |
| Name: | Yin Yan | |
| Date: October 13, 2026 | Title: | Chief Executive Officer and Chairperson |
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