AI Era Corp (OTCPink: ABQQ) enacts 1-for-2000 reverse split, rebrands to AI Era

Rhea-AI Filing Summary

AI Era Corp. (formerly AB International Group Corp.) is implementing a 1-for-2,000 reverse stock split of its common stock and changing its corporate name, both effective on December 18, 2025.

The reverse split, approved by holders of a majority of the voting power on June 5, 2025, is intended to raise the share price to meet the OTCQB minimum bid price of $0.01 and support potential future uplisting. Immediately before the split on December 18, 2025, there were 4,371,527,432 common shares outstanding; after the split there will be approximately 2,185,764 shares, with fractional shares rounded up to the nearest whole share.

The stock will trade on a split-adjusted basis on the OTCPink under the temporary symbol “ABQQD,” later changing to “AERA.” Authorized common shares remain at 10,000,000,000, and all outstanding convertible preferred stock, options, and warrants will be adjusted proportionally.

Insights

Equity structure & corporate actions analyst

Large reverse split and AI-focused rebrand reshape AI Era Corp.’s equity profile.

AI Era Corp. is executing a 1-for-2,000 reverse stock split and renaming from AB International Group Corp., both effective on December 18, 2025. The company states the main goal is to lift its per-share trading price to meet the OTCQB minimum bid requirement of $0.01 per share and to support potential future uplisting. These are structural changes to the share base and branding rather than an operating event.

Immediately before the split there were 4,371,527,432 common shares outstanding, and after the split there will be approximately 2,185,764 shares, with no change to the 10,000,000,000 authorized share count. Proportional adjustments will apply to preferred stock, options, and warrants, so existing economic interests remain aligned on a percentage basis. The filing links the rebrand and AI-focused name to prior steps such as forming AI+ Hubs Corp. and acquiring ufilm AI intellectual property.

The stock will trade on a split-adjusted basis on the OTCPink under the temporary symbol “ABQQD,” then transition to “AERA” after the 20-business-day "D" period. The practical impact on investors will depend on how the post-split price behaves once trading under the new structure begins.

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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): December 18, 2025

AI Era Corp.

(Exact name of registrant as specified in its charter)

Nevada	000-55979	37-1740351
(State or other jurisdiction of incorporation)	(Commission File Number)	(I.R.S. Employer Identification No.)

144 Main Street, Mt. Kisco, NY	10549
(Address of principal executive offices)	(Zip Code)

Registrant’s telephone number, including area code: (917) 336-2398

AB International Group Corp.

(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 (17CFR 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: None

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 3.03. Material Modification to Rights of Security Holders. ∙ 

To the extent required by Item 3.03 of Form 8-K, the information contained in Item 5.03 of this report is incorporated herein by reference.

Item 5.03. Amendment to Articles of Incorporation or Bylaws; Change in Fiscal Year.

On June 5, 2025, the holders of a majority of the voting power of the Company’s outstanding capital stock approved (i) a reverse stock split of the Company’s issued and outstanding common stock within a range of not less than 1-for-2,000 and not more than 1-for-20,000 (with the exact ratio and the treatment of fractional shares to be determined by the Board of Directors) and (ii) an amendment to the Articles of Incorporation to change the name of the Company from “AB International Group Corp.” to “AI Era Corp.”

The Board of Directors has fixed the reverse-split ratio at 1-for-2,000 and has directed that both the reverse stock split (the “Reverse Stock Split”) and the corporate name change to “AI Era Corp.” (the “Name Change”) be implemented effective December 18, 2025 (the “Market Effective Date”) upon receipt of FINRA’s market-effective notice on December 17, 2025.

Reason for the Reverse Stock Split and Name Change

The primary purpose of the Reverse Stock Split is to increase the per-share trading price of the Common Stock to regain and maintain eligibility for quotation on the OTCQB tier of the OTC Markets Group, Inc., which requires a minimum bid price of $0.01 per share. The Board also believes the Reverse Stock Split may facilitate potential uplisting to a national securities exchange in the future by improving the attractiveness of the Common Stock to institutional investors, analysts, and the broader financial community. This aligns with the Company’s strategic enhancements, including the formation of wholly owned subsidiary AI+ Hubs Corp. and the acquisition of the ufilm AI intellectual property for AI-generated content creation.

The Name Change to “AI Era Corp.” reflects the Company’s strategic focus on artificial intelligence technologies in media production and distribution, particularly through its ufilm AI system and AI+ Hubs Corp. subsidiary.

Effects of the Reverse Stock Split and Name Change

Effective Date; Symbol; CUSIP Number. The Common Stock will begin trading on a split-adjusted basis on the OTCPink on the Market Effective Date under the temporary trading symbol “ABQQD.” The CUSIP number for the Common Stock has changed to 00083U509. The fifth character “D” will be removed from the trading symbol after 20 business days, at which time the symbol will be changed to “AERA” to reflect the new name.

Split Adjustment; Treatment of Fractional Shares. Any fractional share of Common Stock that would otherwise result from the Reverse Stock Split is being rounded up to the nearest whole share. No cash or other consideration will be paid in connection with fractional shares.

Amendment. The Reverse Stock Split was effected pursuant to a Certificate of Change filed with the Nevada Secretary of State on November 26, 2025. The Name Change was effected pursuant to a Certificate of Amendment filed with the Nevada Secretary of State on December 2, 2025. Copies of both documents are attached as Exhibit 3.1 (Certificate of Change) and Exhibit 3.2 (Certificate of Amendment).

Those shares of the Company’s common stock held by stockholders through a brokerage account will automatically adjust to reflect the 1-for-2,000 share reverse split. It is not necessary that stockholders holding shares of the Company’s common stock in certificated form exchange their existing stock certificates for new stock certificates in connection with the reverse split, although stockholders may do so if they wish.

Capitalization. As of December 18, 2025 (immediately prior to the Reverse Stock Split), there were 4,371,527,432 shares of Common Stock issued and outstanding. Following the Reverse Stock Split, there will be approximately 2,185,764 shares of Common Stock issued and outstanding (subject to minor adjustment due to rounding up of fractional shares). There is no change to the Company’s 10,000,000,000 authorized shares of common stock.

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Proportional adjustments will also be made to all the Company’s outstanding securities including the shares issuable in connection with the Company’s outstanding convertible preferred stock, stock options, and warrants.

Item 9.01. Financial Statements and Exhibits

Exhibit No.	Description
3.1	Certificate of Change, dated November 26, 2025
3.2	Certificate of Amendment, dated December 2, 2025

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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.

AB International Group Corp.

/s/ Chiyuan Deng

Chiyuan Deng

Chief Executive Officer and Chief Financial Officer

Date: December 30, 2025

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FAQ

What did AI Era Corp. (ABQQ) announce in this 8-K?

AI Era Corp. disclosed that it is implementing a 1-for-2,000 reverse stock split of its common stock and changing its corporate name from “AB International Group Corp.” to “AI Era Corp.” effective December 18, 2025.

Why is AI Era Corp. conducting a 1-for-2,000 reverse stock split?

The filing states the primary purpose of the 1-for-2,000 reverse stock split is to raise the per-share trading price of the common stock to regain and maintain eligibility for quotation on the OTCQB, which requires a minimum bid price of $0.01 per share, and to support potential future uplisting.

How does the reverse split affect AI Era Corp.’s shares outstanding?

As of December 18, 2025, immediately before the reverse split, there were 4,371,527,432 shares of common stock outstanding. After the 1-for-2,000 reverse split, there will be approximately 2,185,764 shares outstanding, subject to minor adjustments from rounding up fractional shares.

Will AI Era Corp.’s authorized share count change after the reverse split?

No. The filing states there is no change to the company’s 10,000,000,000 authorized shares of common stock as a result of the reverse stock split.

What happens to fractional shares in AI Era Corp.’s reverse stock split?

Any fractional share that would result from the 1-for-2,000 reverse split will be rounded up to the nearest whole share, and no cash or other consideration will be paid in connection with fractional shares.

How will AI Era Corp.’s trading symbol and market listing be affected?

On the Market Effective Date, the common stock will trade on a split-adjusted basis on the OTCPink under a temporary symbol “ABQQD.” After 20 business days, the “D” will be removed and the symbol will change to “AERA” to reflect the new name.

How does the name change relate to AI Era Corp.’s business strategy?

The company states that the change to the name “AI Era Corp.” reflects a strategic focus on artificial intelligence technologies in media production and distribution, including its ufilm AI system and its wholly owned subsidiary AI+ Hubs Corp.