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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): April 12, 2024
GD Culture Group Limited
(Exact name of Company as specified in charter)
| Nevada | 001-37513 | 47-3709051 | ||
| (State or other jurisdiction of incorporation) |
(Commission File No.) | (IRS Employer Identification No.) |
22F - 810 Seventh Avenue,
New York, NY 10019
(Address of Principal Executive Offices) (Zip code)
+1-347- 2590292
(Company’s Telephone number, including area code)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the Company 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)) |
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. ☐
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered | ||
| Common Stock, par value $0.0001 | GDC | Nasdaq Capital Market |
Item 7.01 Regulation FD Disclosure.
On April 12, 2024, GD Culture Group Limited (the “Company”) issued a press release entitled “Revolutionizing Digital Marketing: GDC Unveils Its AI Advertising Solutions”. A copy of the press release is furnished herewith as Exhibit 99.1.
The information in this Item 7.01 of this Form 8-K is being furnished and shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, or otherwise subject to the liabilities of that section. The information in this Item 7.01 of this Form 8-K also shall not be deemed to be incorporated by reference into any filing under the Act or the Securities Exchange Act of 1934, except to the extent that we specifically incorporate it by reference.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
| Exhibit No. | Description | |
| 99.1 | Press Release – Revolutionizing Digital Marketing: GDC Unveils Its AI Advertising Solutions | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL Document) |
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.
| GD Culture Group Limited | ||
| Date: April 12, 2024 | By: | /s/ Xiaojian Wang |
| Name: | Xiaojian Wang | |
| Title: | Chief Executive Officer, President and Chairman of the Board |
|
2
Exhibit 99.1
Revolutionizing Digital Marketing: GDC Unveils Its AI Advertising Solutions
NEW YORK, April. 12, 2024 (GLOBE NEWSWIRE) -- GD Culture Group Limited (“GDC” or the “Company”) (Nasdaq: GDC) and its subsidiary, AI Catalysis Corp. (“AI Catalysis”), have unveiled an AI Advertising solution, which offers efficient AI-powered digital marketing content creation and a holistic strategy. The solution is designed to optimize the ad creative process and maximize social marketing influence, which is potentially reshaping the digital advertising landscape.
By harnessing the power of AI, GDC’s solution enables marketers and agencies to effortlessly generate breathtaking visuals and videos that capture audience attention and elevate brand presence across digital platforms. The AI-driven tools largely simplify the traditional manual and fragmented design process, significantly reducing costs and enhancing efficiency.
Also, GDC’s innovative approach provides comprehensive support for brands’ social media marketing endeavors, offering end-to-end solutions tailored to meet the diverse needs of the brand and marketer. The holistic marketing strategies are in place to encompass the planning, execution, and analysis of online campaigns, greatly improving the accessibility of digital commercials.
“Our goal is to revolutionize the digital advertising landscape by tapping into the full potential of AI technology,” said Mr. Xiaojian Wang, Chairman and Chief Executive Officer of the Company. “Our AI-powered solutions could empower our clients’ marketing campaigns to optimize ad creation for maximum impact and navigate the complexities of digital marketing with ease. We’re proactively leveraging our solution to enhance our clients’ brand awareness on social platforms, such as TikTok.”
Mr. Xiaojian added, “The recent online advertising and TikTok campaign with the perfume brand has garnered high acclaim, showcasing the creativity of our solutions. Moving forward, we remain committed to crafting captivating brand narratives that further enhance our customers’ online presence. We believe in the transformative impact of our AI Advertising solutions in unlocking new opportunities for growth and success for our clients in the digital landscape. We will continue to support our partners’ campaigns, creating captivating brand narratives that resonate with viewers worldwide.”
To view the ad sample, please visit AI Catalysis YouTube Channel at https://youtu.be/0JfLZl0uMxs.
About GD Culture Group Limited
GD Culture Group Limited (the “Company”) (Nasdaq: GDC), is a Nevada company currently conducting business mainly through its subsidiaries, AI Catalysis Corp. (“AI Catalysis”) and Shanghai Xianzhui Technology Co, Ltd. The company plans to enter into the livestreaming market with focus on e-commerce and livestreaming interactive games through its wholly owned U.S. subsidiary, AI Catalysis, a Nevada corporation incorporated in May 2023. The Company’s main businesses include AI-driven digital human technology, live-streaming e-commerce business and live streaming interactive game. For more information, please visit the Company’s website at https://www.gdculturegroup.com/.
Forward-Looking Statements
This announcement contains forward-looking statements within the meaning of the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. All statements other than statements of historical fact in this announcement are forward-looking statements. These forward-looking statements involve known and unknown risks and uncertainties and are based on current expectations and projections about future events and financial trends that the Company believes may affect its financial condition, results of operations, business strategy and financial needs. Investors can identify these forward-looking statements by words or phrases such as “may,” “will,” “expect,” “anticipate,” “aim,” “estimate,” “intend,” “plan,” “believe,” “potential,” “continue,” “is/are likely to” or other similar expressions. The Company undertakes no obligation to update forward-looking statements to reflect subsequent occurring events or circumstances, or changes in its expectations, except as may be required by law. Although the Company believes that the expectations expressed in these forward-looking statements are reasonable, it cannot assure you that such expectations will turn out to be correct, and the Company cautions investors that actual results may differ materially from the anticipated results.
For investor and media inquiries, please contact:
Ascent Investor Relations LLC
Tina Xiao
Phone: +1-646-932-7242
Email: investors@ascent-ir.com