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
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.
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Ohmyhome
Limited |
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Date:
October 10, 2024 |
By: |
/s/
Rhonda Wong |
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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 |
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By: |
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Name: |
Rhonda Wong |
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Title: |
Director and CEO |
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