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): July 628, 2022

DUESENBERG TECHNOLOGIES INC.

(Exact name of registrant as specified in its charter)

British Columbia, Canada	000-54800	99-0364150
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

No 21, Denai Endau 3, Seri Tanjung, Pinang, Tanjung Tokong, Penang, Malaysia		10470
(Address of principal executive offices)		(Zip Code)

Registrant's telephone number, including area code		236-304-0299

N/A

(Former name or former address, if changed since last report)

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))

Emerging growth company ☐

~~SECTION~~ITEM 53.02UNREGISTERED -SALES ~~CORPORATE~~OF ~~GOVERNANCE~~EQUITY ~~AND MANAGEMENT~~SECURITIES.

On July 28, 2022, Duesenberg Technologies Inc. (the “Company”) closed a private placement financing (the “Financing”) by issuing 2,142,857 shares of its common stock (the “Shares”) at USD$0.14 per share for gross proceeds of USD$300,000. The Shares were issued to a company related to Duesenberg by way of director in common and pursuant to the provisions of Regulation S of the United States Securities Act of 1933, as amended (the “Act”), to the person who is not resident of the United States and are otherwise not “U.S. Person” as that term is defined in Rule 902(k) of Regulation S of the Act.

The above does not constitute an offer to sell or a solicitation of an offer to buy any of the Company’s securities in the United States. The securities have not been registered under the Act and may not be offered or sold within the United States or to U.S. persons unless an exemption from such registration is available.

ITEM 5.02DEPARTURE OF DIRECTORS OR CERTAIN OFFICERS; ELECTION OF DIRECTORS; APPOINTMENT OF CERTAIN OFFICERS; COMPENSATORY ARRANGEMENTS OF CERTAIN OFFICERS.

~~Effective~~On July 628, 2022, ~~Chee Wai Hong did not stand for re-election as a director of Duesenberg Technologies Inc. (~~the “Company~~”) at the Company~~’s ~~Annual~~board ~~General~~of ~~Meeting.~~directors appointed Mr. ~~Chee’s~~Aernout ~~decision~~Reints ~~was~~Bok ~~not due~~ to, ~~and~~act ~~was~~as ~~not~~director ~~been~~of ~~caused by, in whole or in part, any disagreement with~~ the Company, ~~whether related~~ to fill the ~~Company’s~~vacancy ~~operations,~~on ~~policies,~~the ~~practices~~board orof ~~otherwise~~directors.

~~ITEM~~Mr. 5Reints Bok has extensive experience leading global teams and finding resolutions with issues related to IP, CT, R&D, Operations, Marketing and Supply Chain.~~07SUBMISSION~~ OFMr. ~~MATTERS~~Reints TOBok Aalso ~~VOTE~~consults OFon ~~SECURITY~~business ~~HOLDERS~~development, change management, competence development, and assists with integrating new business units. Mr. Reints Bok has been employed by Signify (formerly Philips Lighting) & KLite since 2009, and prior to that by Philips Semiconductors since 1995. Mr. Reints Bok received his Master’s Degree from Technical University of Delft.

On July 6, 2022, the Company held its Annual General Meeting (the “Meeting”). At the Meeting, the shareholders voted on the following four proposals and cast their votes as described below.

1.To elect five members of the Company’s Board of Directors to hold office until the next annual meeting of shareholders or until their respective successors have been elected or qualified.

2.To ratify the appointment of Dale Matheson Carr-Hilton Labonte LLP as the Company’s independent registered public accounting firm for the ensuing fiscal year.

3.To hold an advisory vote to approve the named executive officer compensation.

4.To consider and act upon such other business as may properly come before the Meeting or any adjournment thereof.

Proposal One

The individuals listed below were elected as members of the Board of Directors at the Meeting to hold office until the next Annual General Meeting of shareholders or until their respective successors have been elected or qualified.

Nominee	For	Withheld
LIM HUN BENG	29,816,395	6,362
LIONG FOOK WENG	29,816,395	6,362
ONG SEE-MING	29,815,395	7,362
CARL JÜRGEN BARTH	29,819,757	3,000

Chee Wai Hong advised that he would not be standing for re-election at the beginning of the meeting, so the Company has noted a vacancy on its board of directors.

Proposal Two

Proposal two was a management proposal to ratify and approve the appointment of Dale Matheson Carr-Hilton Labonte LLP as the Company’s independent registered public accounting firm for the fiscal year ending October 31, 2022. This proposal was approved.

	For	Against	Abstained/Broker Non-Votes
Ratification of Dale Matheson Carr-Hilton Labonte LLP as the Company’s Independent Registered Public Accounting Firm	30,934,593	0	0

Proposal Three

Proposal three was a management proposal to hold an advisory vote to approve the named executive officer compensation. This proposal was approved.

	For	Against	Abstained/Broker Non-Votes
Advisory Vote to approve Named Executive Officer Compensation	29,791,224	30,233	1,300

SECTION 9 - FINANCIAL STATEMENTS AND EXHIBITS

ITEM 9.01FINANCIAL STATEMENTS AND EXHIBITS.

(d)Exhibits

Exhibit Number	Description of Exhibit
99.1	News Release dated ~~July~~August 191, 2022.

SIGNATURE

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.

	DUESENBERG TECHNOLOGIES INC.
Date: July 19, 2022
Date: August 1, 2022
	By: /s/ Lim Hun Beng
	Lim Hun Beng
	Chief Executive Officer and President

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