gct-20260422
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM 8-K
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CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
April 22, 2026
Date of Report (date of earliest event reported)
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GigaCloud Technology Inc
(Exact name of registrant as specified in its charter)
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Cayman Islands (State or other jurisdiction of incorporation or organization) | 001-41454 (Commission File Number) | 00-0000000 (I.R.S. Employer Identification Number) | ||||||
4388 Shirley Ave El Monte, CA 91731 | ||||||||
(Address of principal executive offices and zip code) | ||||||||
(626) 912-8886 | ||||||||
(Registrant's telephone number, including area code) | ||||||||
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Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
☐ | 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)) | ||||
Securities registered pursuant to Section 12(b) of the Act: | ||||||||
Title of each class | Trading Symbol | Name of each exchange on which registered | ||||||
Class A ordinary shares, par value $0.05 per share | GCT | The Nasdaq Stock Market LLC | ||||||
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. ☐
Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On April 22, 2026, Gigacloud Technology Inc (the “Company”) issued a press release announcing that Marshall Bernes, the Company’s Head of Brand Center (formerly known as BaaS Program), has informed the Company of his intention to retire from his executive officer position within the next six months. Mr. Bernes will continue to serve as a member of the Company’s Board of Directors following his retirement from the executive role, ensuring continuity and ongoing strategic guidance. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K.
The Company has initiated a transition and succession planning process and expects to appoint one or more seasoned industry professionals to assume responsibility for the Brand Center and related functions. The transition is expected to occur in an orderly manner prior to Mr. Bernes’ retirement, with the goal of maintaining operational continuity.
The information contained in this Current Report on Form 8-K, including Exhibit 99.1 attached hereto, is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”) or otherwise subject to the liabilities of that section, and shall not be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such filing.
Item 9.01 - Financial Statements and Exhibits
(d) The following exhibits are being filed herewith:
Exhibit No. | Description | |||||||
99.1 | ||||||||
104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) | |||||||
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized on this 22th day of April 2026.
GigaCloud Technology Inc | |||||
By: | /s/ Larry Lei Wu | ||||
Name: | Larry Lei Wu | ||||
Title: | Chairman of the Board of Directors and Chief Executive Officer | ||||