secwatch / observer

HF Foods Group Inc. — fact timeline

Source-grounded facts extracted from HF Foods Group Inc.'s SEC 8-K filings across all families, newest first. Each cites a verbatim SEC excerpt.

HFFG HF Foods Group Inc. JSON

Taylor Brown was appointed as Director at HF Foods Group Inc..

“Effective June 16, 2026, the Board of Directors (the "Board") of HF Foods Group Inc. (the "Company"), acting upon the recommendation of the Nominating and Corporate Governance Committee, (i) increased the size of the Board from four (4) directors to five (5) directors and (ii) appointed Taylor Brown as a director of the Company to fill the vacancy on the Board, effective June 19, 2026.”
Shareholder Votes

HF Foods Group Inc. shareholders approved Advisory Vote on Say-on-Pay Frequency at the 2026-06-05 meeting.

“The stockholders approved, on a non-binding and advisory basis, holding the advisory vote on compensation paid to the Company’s named executive officers every year. The final voting results for the Say-on-Pay Frequency Proposal were as follows: One Year Two Years Three Years Abstentions 26,643,323 56 13,017,869 1,433”
Shareholder Votes

HF Foods Group Inc. shareholders rejected Say-on-Pay Proposal at the 2026-06-05 meeting.

“By advisory vote of the stockholders, the Company’s executive compensation for the year ended December 31, 2025 was not approved. The final voting results for the Say-on-Pay Proposal were as follows: Votes For Votes Against Abstentions Broker Non-Votes 19,545,712 20,055,744 61,225 4,362,333”
Shareholder Votes

HF Foods Group Inc. shareholders approved Auditor Ratification Proposal at the 2026-06-05 meeting.

“The appointment of BDO USA, P.C. as the Company’s independent registered public accounting firm for the year ending December 31, 2026 was ratified by the stockholders. The final voting results for the Auditor Ratification Proposal were as follows: Votes For Votes Against Abstentions Broker Non-Votes 42,711,453 1,309,462 4,099 —”
Shareholder Votes

HF Foods Group Inc. shareholders approved Director Election Proposal at the 2026-06-05 meeting.

“The final voting results for the Director Election Proposal were as follows: Director Nominee Votes For Votes Against Abstentions Broker Non-Votes Xi "Felix" Lin 19,629,099 20,020,113 13,469 4,362,333 Richard Diaz 19,913,312 19,687,949 61,420 4,362,333 Dennis Lam 21,792,225 17,280,472 589,984 4,362,333 Jeffery Taylor 19,194,335 20,466,587 1,759 4,362,333”
Earnings Releases

HF Foods Group Inc. reported first quarter ended March 31, 2026 results: revenue $312.0 million, net income $1.4 million, EPS $0.02.

“HF Foods Reports First Quarter 2026 Financial Results Net Revenue increased 4.5% to $312.0 million GAAP Net Income increased 188.6% to $1.4 million”
Earnings Releases

HF Foods Group Inc. reported the first quarter ended March 31, 2026 results: revenue $312,002 thousand, net income $1,356 thousand, EPS $0.02.

“as expressly set forth by specific reference in such filing. --- EX-99.1 (EX-99.1) --- HF Foods Reports First Quarter 2026 Financial Results Net Revenue increased 4.5% to $312.0 million GAAP Net Income increased 188.6% to $1.4 million Adjusted Net Income decreased 3.6% to $3.4 million Adjusted EBITDA increased 3.8% to $ $10.1 million Las Vegas, NV – May 11, 2026”
Debt Financings

HF Foods Group Inc. amended revolving credit of $125 million with JPMorgan Chase Bank, N.A. at 1 month SOFR plus a fixed spread based upon the daily Availability of the Aggreg maturing the earlier of March 31, 2031 or certain other dates.

“N.A.. The Fifth Amendment amends the Company’s Existing Credit Agreement, dated as of March 31, 2022 as amended. The Existing Credit Agreement allows the Company access to a $125 million asset-secured revolving credit facility (the “Facility”). The Fifth Amendment revises the Existing Credit Agreement to, among other things, (a) extend the maturity date of the”
Material Agreements

HF Foods Group Inc. amended Joinder and Amendment No. 5 with JPMorgan Chase Bank, N.A., as Administrative Agent, and certain lender parties including Wells Fargo Bank, N.A. and Fifth Third Bank, N.A. (effective 2026-03-30).

“On March 30, 2026, HF Foods Group Inc. (“HF Foods” or the “Company”), its wholly-owned subsidiary, B&R Global Holdings, Inc. (“B&R Global”), and certain of the wholly-owned subsidiaries and affiliates of the Company (collectively with the Company, the “Borrowers”), as borrowers, and certain material subsidiaries of the Company as guarantors, entered into a Joinder and Amendment No. 5 (the “Fifth Amendment”) to the Third Amended and Restated Credit Agreement (the "Existing Credit Agreement") (together the "Amended Credit Agreement") with JPMorgan Chase Bank, N.A. (“JPMorgan”), as Administrative Agent, and certain lender parties thereto, including Wells Fargo Bank, N.A. and Fifth Third Bank, N.A..”
Earnings Releases

HF Foods Group Inc. reported Three Months Ended December 31, 2025 results: revenue $308,023, net income $(37,417), EPS $(0.70).

“Three Months Ended December 31, 2025 Change over Prior Year GAAP Measures Net revenue $ 1,228,282 $ 26,615 $ 308,023 $ 2,741 Gross profit $ 207,576 $ 2,382 $ 51,076 $ (1,079) Net loss $ (39,311) $ 8,791 $ (37,417) $ 6,524 Loss per share $ (0.73) $ 0.19 $ (0.70) $ 0.13”
Earnings Releases

HF Foods Group Inc. reported the year and quarter ended December 31, 2025 results: revenue $1,228,282, net income $(39,311), EPS $(0.73).

“thousands, except per share amounts) Year Ended December 31, 2025 Change over Prior Year Three Months Ended December 31, 2025 Change over Prior Year GAAP Measures Net revenue $ 1,228,282 $ 26,615 $ 308,023 $ 2,741 Gross profit $ 207,576 $ 2,382 $ 51,076 $ (1,079) Net loss $ (39,311) $ 8,791 $ (37,417) $ 6,524 Loss per share $ (0.73) $ 0.19 $ (0.70) $ 0.13 Non-GAAP”

Maria Ross was appointed as Lead Independent Director at HF Foods Group Inc..

“On June 4, 2025, the Board appointed Maria Ross to serve as the Lead Independent Director of the Board, effective immediately.”

Dennis Lam was appointed as Director at HF Foods Group Inc..

“Effective June 4, 2025, the Board appointed Dennis Lam as a member of the Board to fill one of the two vacancies resulting from the resignations referred to above.”

Charlotte Westfall resigned as Director at HF Foods Group Inc..

“On June 1, 2025 and June 2, 2025, respectively, Lisa Lim and Charlotte Westfall notified the Company of their resignations from the board of directors (the “Board”) of HF Foods Group Inc. (the “Company”) and all committees thereof, each effective June 2, 2025.”

Lisa Lim resigned as Director at HF Foods Group Inc..

“On June 1, 2025 and June 2, 2025, respectively, Lisa Lim and Charlotte Westfall notified the Company of their resignations from the board of directors (the “Board”) of HF Foods Group Inc. (the “Company”) and all committees thereof, each effective June 2, 2025.”
Debt Financings

HF Foods Group Inc. amended revolving credit of $125,000,000 with JPMorgan Chase Bank, N.A., as administrative agent.

“The Amendment amends certain terms and conditions of the Credit Agreement by, among other things, (i) increasing the Aggregate Revolving Commitment (as defined in the Credit Agreement) from $100,000,000 to $125,000,000, (ii) joining three new subsidiaries of the Company to the Credit Agreement, each as a “Borrower” thereunder, (iii) joining Wells Fargo Bank, N.A. to the Credit Agreement as a “Lender” thereunder, (iv) amending certain affirmative covenants commensurate with the increase in the Aggregate Revolving Commitment, and (v) amending certain restrictions regarding incurring obligations under real property leases and equipment financings in the ordinary course of business.”

Xiao Mou (Peter) Zhang departed as Chief Executive Officer at HF Foods Group Inc..

“As previously disclosed, effective October 24, 2024, Xiao Mou (Peter) Zhang departed from his role as Chief Executive Officer of HF Foods Group Inc. (the “Company”).”

Xi "Felix" Lin was appointed as Interim Chief Executive Officer at HF Foods Group Inc..

“In connection with his appointment as Interim Chief Executive Officer, Mr. Lin will receive an additional $15,000 for each month he serves as Interim Chief Executive Officer.”

Xi (Felix) Lin was appointed as Interim Chief Executive Officer at HF Foods Group Inc..

“Xi (Felix) Lin was appointed to serve as Interim Chief Executive Officer, effective immediately.”

Xiao Mou (Peter) Zhang was terminated as Chief Executive Officer at HF Foods Group Inc..

“terminated Xiao Mou (Peter) Zhang as Chief Executive Officer of the Company, without cause, effective immediately.”

Dr. Yujie Wang was appointed as Director at HF Foods Group Inc..

“Effective July 5, 2024, the Board, upon the recommendation of its Nominating and Governance Committee, appointed Dr. Yujie Wang (“Dr. Wang”) as a member of the Board.”

Prudence Kuai resigned as Director at HF Foods Group Inc..

“On July 1, 2024, Prudence Kuai informed the Board of Directors (the “Board”) of HF Foods Group Inc. (the “Company”) of her intention to resign from the Board and all committees thereof, effective July 5, 2024.”

Maria Ross was appointed as Director at HF Foods Group Inc..

“Effective June 28, 2024, the Board, upon the recommendation of its Nominating and Governance Committee, appointed Ms. Maria Ross as a member of the Board.”

Dr. Hong Wang resigned as Director at HF Foods Group Inc..

“On June 25, 2024, Dr. Hong Wang informed the Board of Directors (the “Board”) of HF Foods Group Inc. (the “Company”) of his intention to resign from the Board and all committees thereof, effective June 28, 2024.”

Lisa Lim was appointed as Director at HF Foods Group Inc..

“On June 7, 2024, the Board of Directors (the “Board”) of HF Foods Group Inc. (the “Company”), upon the recommendation of the Nominating and Governance Committee of the Board, appointed Ms. Charlotte Westfall and Ms. Lisa Lim as members of the Board.”

Charlotte Westfall was appointed as Director at HF Foods Group Inc..

“On June 7, 2024, the Board of Directors (the “Board”) of HF Foods Group Inc. (the “Company”), upon the recommendation of the Nominating and Governance Committee of the Board, appointed Ms. Charlotte Westfall and Ms. Lisa Lim as members of the Board.”

Carlos Rodriguez departed as Chief Financial Officer at HF Foods Group Inc..

“As previously disclosed, effective April 8, 2024, Carlos Rodriguez departed from his role as Chief Financial Officer of HF Foods Group Inc. (the “Company”).”

Russell T. Libby resigned as Chairman of the Board at HF Foods Group Inc..

“On May 31, 2024, Valerie P. Chase, a member of the board of directors (the “Board”) of HF Foods Group Inc. (the “Company”), and Russell T. Libby, the Chairman of the Board, each notified the Company of their resignation from the Board and all committees thereof, effective immediately.”

Valerie P. Chase resigned as Member of the Board of Directors at HF Foods Group Inc..

“On May 31, 2024, Valerie P. Chase, a member of the board of directors (the “Board”) of HF Foods Group Inc. (the “Company”), and Russell T. Libby, the Chairman of the Board, each notified the Company of their resignation from the Board and all committees thereof, effective immediately.”
Earnings Releases

HF Foods Group Inc. reported first quarter ended March 31, 2024 results: revenue $295.7 million, net income $0.6 million.

“specific reference in such filing. --- EX-99.1 (EX-99.1) --- HF Foods Reports First Quarter 2024 Financial Results Highest Net Revenue Ever Recorded During First Quarter of $295.7 Million Pre-Recorded Earnings Call Webcast Available on Investor Relations Website Las Vegas, NV – May 8, 2024 – HF Foods Group Inc. (NASDAQ: HFFG) (“HF Foods”, or the “Company”), a”
Material Agreements

HF Foods Group Inc. entered into Assignment and Assumption of Lease Agreement with 273 Fifth Avenue, L.L.C. (effective 2024-04-30).

“On April 30, 2024, 273 Fifth Avenue, L.L.C. (“Assignee”), a Delaware limited liability company and wholly owned subsidiary of the Company assumed the lease of the premises at 275 Fifth Avenue, New York, New York, dated as of July 2, 2018 (the "Lease"), as amended by that certain Amendment to Lease, dated as of January 21, 2021, (the “Amendment to Lease”), between 825 Broadway Realty, LLC, Samayabeneli RE LLC, AS 2 East 30, LLC, 273 Yoco LLC, and UBA 2 East 30, LLC (collectively, the “Landlord”), and Anheart Inc., a New York corporation and a former subsidiary of the Company (the “Assignor”), pursuant to an Assignment and Assumption of Lease Agreement (the “Assignment”), dated as of August 16, 2022 and effective between Assignor and Assignee as of April 30, 2024 (the “Effective Date”), when Landlord consent was obtained.”

Felix Lin changed role as Interim Chief Financial Officer at HF Foods Group Inc..

“Mr. Lin will continue to hold this position until Ms. Yao’s appointment becomes effective and will continue to hold his position as the Company’s President & Chief Operating Officer after Ms. Yao’s appointment becomes effective.”

Cong (Cindy) Yao was appointed as Chief Financial Officer at HF Foods Group Inc..

“Effective May 1, 2024, Cindy Yao will be appointed as HF Foods Group Inc.’s (the “Company”) permanent Chief Financial Officer.”
Material Agreements

HF Foods Group Inc. amended Amendment with Equiniti Trust Company, LLC (effective 2024-04-11).

“On April 11, 2024, HF Foods Group Inc., a Delaware corporation (the “Company”), and Equiniti Trust Company, LLC (f/k/a American Stock Transfer & Trust Company, LLC), as rights agent (the “Rights Agent”), entered into an Amendment to the Stockholder Rights Agreement, dated as of April 11, 2024 (the “Amendment”), which amended the Stockholder Rights Agreement, dated as of April 11, 2023 (the “Rights Agreement”), by and between the Company and the Rights Agent.”

Carlos Rodriguez departed as Chief Financial Officer at HF Foods Group Inc..

“Effective April 8, 2024, Carlos Rodriguez has departed the Company and will no longer serve as the Chief Financial Officer of the Company.”
Earnings Releases

HF Foods Group Inc. reported fourth quarter and fiscal year ended December 31, 2023 results: revenue $280.9 million, net income $2.7 million.

“States, reported unaudited financial results for the fourth quarter and full year ended December 31, 2023. Fourth Quarter 2023 Financial Results • Net revenue decreased 3.8% to $280.9 million compared to $291.9 million in the prior year. • Gross profit increased 3.0% to $52.3 million compared to $50.7 million in the prior year. Gross profit margin increased to 18.6%”
Material Agreements

HF Foods Group Inc. amended Amendment No. 1 to Third Amended and Restated Credit Agreement with lenders party thereto and JPMorgan Chase Bank, N.A., as administrative agent (effective 2024-02-06).

“On February 6, 2024, HF Foods Group Inc. (the “Company”) and certain of its subsidiaries (collectively, the “Borrowers”) entered into that certain Amendment No. 1 to Third Amended and Restated Credit Agreement (the “Amendment”) with the lenders party thereto (the “Lenders”) and JPMorgan Chase Bank, N.A., a national banking association, as administrative agent for the Lenders (in such capacity, the “Administrative Agent”).”

Xi Lin was appointed as Interim Chief Financial Officer at HF Foods Group Inc..

“the Board appointed Mr. Lin to serve as Interim Chief Financial Officer.”

Xi Lin was appointed as President and Chief Operating Officer at HF Foods Group Inc..

“the Board had appointed Xi Lin (aka Felix Lin) to serve as President and Chief Operating Officer of the Company, effective February 12, 2024.”

Carlos Rodriguez changed role as Chief Financial Officer at HF Foods Group Inc..

“Carlos Rodriguez, the Company’s Chief Financial Officer, is taking a leave of absence for personal reasons, effective February 12, 2024.”
Earnings Releases

HF Foods Group Inc. reported the nine months ended September 30, 2023 results: revenue $867.6 million, net income Net loss of $5.4 million.

“prior year. • Adjusted EBITDA increased 151.0% to $10.0 million compared to $4.0 million in the prior year. Nine Months 2023 Financial Results • Net revenue decreased 1.2% to $867.6 million compared to $878.6 million in the prior year. • Gross profit decreased 2.0% to $151.8 million, or 17.5% gross profit margin compared to $154.8 million, or 17.6% gross profit”
Earnings Releases

HF Foods Group Inc. reported the third quarter ended September 30, 2023 results: revenue $281.5 million, net income Net income of $2.0 million.

“United States, reported financial results for the third quarter and nine months ended September 30, 2023. Third Quarter 2023 Financial Results • Net revenue decreased 6.4% to $281.5 million compared to $300.7 million in the prior year. • Gross profit decreased 1.1% to $50.9 million, or 18.1% gross profit margin compared to $51.5 million, or 17.1% gross profit margin”
Shareholder Votes

HF Foods Group Inc. shareholders approved Advisory vote to approve the Company's named executive officer compensation. at the 2023-06-01 meeting.

“Proposal 3: An advisory vote to approve the Company’s named executive officer compensation: For Against Abstain Broker Non-Votes 35,957,082 105,012 44,765 9,204,746”
Shareholder Votes

HF Foods Group Inc. shareholders approved Approval and ratification of the appointment of BDO USA LLP as the Company's independent auditor for 2023. at the 2023-06-01 meeting.

“Proposal 2: The approval and ratification of the appointment of BDO USA LLP as the Company’s independent auditor for 2023: For Against Abstain Broker Non-Votes 44,885,512 38,109 387,984 —”
Shareholder Votes

HF Foods Group Inc. shareholders approved Election of five director nominees to serve until the 2024 annual meeting of the Company's stockholders. at the 2023-06-01 meeting.

“Proposal 1: The election of five director nominees to serve until the 2024 annual meeting of the Company’s stockholders: Director Name For Against Abstain Broker Non-Votes Russell T. Libby 22,919,028 12,809,511 378,320 9,204,746 Xiao Mou Zhang 35,440,133 360,652 306,074 9,204,746 Valerie Chase 35,112,600 914,708 79,551 9,204,746 Hong Wang 31,771,677 3,956,862 378,320 9,204,746 Prudence Kuai 35,545,907 173,601 387,351 9,204,746”
Earnings Releases

HF Foods Group Inc. reported the first quarter ended March 31, 2023 results: revenue $293.9 million, net income net loss of $5.8 million.

“HF Foods Group Inc. (NASDAQ: HFFG), a leading food distributor to Asian restaurants across the United States (“HF Foods”, “HF Group” or the “Company”), reported financial results for the first quarter ended March 31, 2023. First Quarter 2023 Financial Results • Net revenue increased 6% to $293.9 million compared to $278.2 million in the prior year. • Gross profit decreased 1% to $50.2 million, or 17.1% gross profit margin compared to $50.7 million, or 18.2% gross profit margin in the prior year. • Net (loss) income decreased 285% to a net loss of $5.8 million compared to net income of $3.1 million in the prior year.”
Governance Changes

HF Foods Group Inc.: Amended Bylaws to modify committee procedures and add procedural requirements for stockholder action by written consent (effective 2023-04-25).

“On April 25, 2023, the Board of Directors (the “Board”) of HF Foods Group Inc., a Delaware corporation (the “Company”), approved certain amendments (the “Amendment”) to the Company’s Amended and Restated Bylaws (the “Bylaws”), effective immediately.”
Governance Changes

HF Foods Group Inc.: Certificate of Designation for Series A Participating Preferred Stock adopted and filed with Delaware Secretary of State (effective 2023-04-11).

“on April 11, 2023 the Board approved a Certificate of Designation of Rights, Preferences and Privileges of Series A Participating Preferred Stock (the “Certificate of Designation”) setting forth the rights, powers and preferences of the Preferred Stock. The Certificate of Designation was filed with the Secretary of State of the State of Delaware on April 11, 2023.”
Earnings Releases

HF Foods Group Inc. reported financial results for fourth quarter and the fiscal year ended December 31, 2022.

“On March 16, 2023, HF Foods Group Inc. (the “Company”) announced its financial results for the fourth quarter and the fiscal year ended December 31, 2022 in a press release.”
Auditor Changes

HF Foods Group Inc. reported that prior financial statements should not be relied upon.

“concluded that the Company’s previously-issued financial statements for the years ended December 31, 2019 and December 31, 2020, and each interim quarterly period for 2019, 2020, and 2021 should no longer be relied upon”

Facts are extracted by an LLM and gated to those whose source quote is present verbatim in the filing text. Coverage is best-effort while backfill and monitoring mature; this is not yet a full-market index. See methodology.