ZKIN

Business Context and Reporting Period

This Form 6-K filing by ZK International Group Co., Ltd. covers the month of July 2024, with the report dated July 23, 2024. The filing discloses two primary corporate events: a change in the Board of Directors and the entry into a material investment agreement.

Key Financial Metrics

The filing does not provide financial performance data such as revenue, profit, cash flow, margins, debt, or liquidity metrics. The only financial figure disclosed relates to director compensation:

• Director Compensation: Annual compensation of RMB 60,000 (approximately $8,276) for the newly appointed Independent Director.

Material Changes and Corporate Actions

Change of Director

• Resignation: Ms. Xuejie Lyu resigned as Independent Director and Chair of the Audit and Compensation Committees effective June 13, 2024. The resignation was not due to any disagreement with the Company.
• Appointment: Hedong Xu was appointed to fill the vacancy on June 13, 2024. He serves as Independent Director, Chair of the Audit Committee, and Chair of the Compensation Committee.
• Qualifications: Mr. Xu is a Certified Public Accountant with over 20 years of experience and is designated as an audit committee financial expert.

Entry into a Material Agreement

• Investment: On July 12, 2024, the Company entered into a Securities Purchase Agreement with Recruiter.Com Group, Inc. (NASDAQ: RCRT).
• Terms: The Company agreed to purchase 2,000,000 shares of RCRT common stock at $1.00 per share (Total: $2,000,000).
• Option: The Company holds an option to purchase an additional 2,000,000 shares at $1.00 per share.
• Conditions: Closing is contingent upon RCRT shareholder approval, Nasdaq approval (if required), and completion of due diligence within 30 days of the agreement date.
• Registration Rights: A Registration Rights Agreement was signed to facilitate the resale of these securities via a Form S-3 filing within 150 days of closing.

Guidance, Outlook, and Risks

The filing contains no forward-looking guidance, revenue outlook, or management commentary regarding future financial performance. The primary risks and contingencies identified are:

• Closing Conditions: The investment in Recruiter.Com Group, Inc. is not guaranteed and depends on regulatory approvals and due diligence completion.
• Market Risk: The investment exposes the Company to the market performance of the Target's stock.

Key Facts for Investor Verification

• Verify the completion status of the $2,000,000 investment in Recruiter.Com Group, Inc. and whether the closing conditions were met.
• Confirm the impact of the new Audit Committee Chair, Hedong Xu, on the Company's internal controls and financial reporting oversight.
• Monitor the execution of the option to purchase an additional 2,000,000 shares of RCRT stock.
• Note that this filing does not contain updated financial statements; investors should refer to the most recent Form 20-F for financial health metrics.