Form 4: ATIF Holdings CEO Jun Liu Acquires Shares in Deferred Salary Agreement

CEO Jun Liu of ATIF Holdings acquired 384,478 ordinary shares in lieu of unpaid salary, while Tianzhen Investments Limited reports ownership of 3,440,860 shares.

Summary

• On April 30, 2024, Jun Liu, CEO of ATIF Holdings, acquired 384,478 ordinary shares of ATIF Holdings.
• These shares were acquired as part of a deferred salary conversion agreement, where Mr. Liu accepted the shares in lieu of $349,875 in unpaid salary.
• The price per share was $0.91, based on the Nasdaq consolidated closing bid price on April 29, 2024.
• Following the transaction, Mr. Liu directly holds 442,448 shares.
• Tianzhen Investments Limited, where Mr. Liu is the sole director and shareholder, holds 3,440,860 shares.
• Mr. Liu disclaims beneficial ownership of the shares held by Tianzhen Investments Limited.

Sentiment

Score: 6

Explanation: Neutral sentiment. The transaction itself is neither overtly positive nor negative. It reflects a way for the company to manage its cash flow, but also indicates potential financial constraints.

Positives

• The acceptance of shares in lieu of salary demonstrates Mr. Liu's confidence in the company's future prospects.
• The deferred salary conversion agreement helps ATIF Holdings manage its cash flow.

Management Comments

• Mr. Jun Liu disclaims beneficial ownership of the shares held by Tianzhen Investments Limited, and the inclusion of these shares in this report shall not be deemed an admission of beneficial ownership.

Industry Context

This type of transaction, where executives accept shares in lieu of salary, is sometimes seen in smaller companies or those facing cash constraints. It can be viewed positively if it aligns management's interests with shareholders, but also raises questions about the company's financial health.

Related Party Transactions

• The deferred salary conversion agreement between ATIF Holdings and its CEO, Jun Liu, is a related party transaction.

Stakeholder Impact

• Shareholders may view the transaction as a sign of management's commitment or as a reflection of the company's financial situation.
• Employees may be concerned about the company's ability to pay salaries in cash.

Key Dates