Bitzero corrects incorporation to British Columbia

Bitzero Holdings Inc. (AIBZ) reports an administrative correction to its Exchange Act reporting record.

Rhea-AI Filing Summary

Bitzero Holdings Inc. (AIBZ) reports an administrative correction to its Exchange Act reporting record. A prior Registration Statement on Form 40-F incorrectly listed its jurisdiction of incorporation as Ontario, Canada; the correct jurisdiction is British Columbia, Canada. This correction is furnished on Form 6-K and incorporated by reference into the company’s Form 40-F. The company states that no other information in the Registration Statement is being corrected or modified.

Key Figures

Form 40-F initial filing date: May 15, 2026 Amendment No. 1 filing date: June 4, 2026 Form 40-F effectiveness date: June 8, 2026 +2 more

5 metrics

Form 40-F initial filing date May 15, 2026 Date Bitzero Holdings Inc. filed the Registration Statement on Form 40-F

Amendment No. 1 filing date June 4, 2026 Date Amendment No. 1 to the Form 40-F was filed

Form 40-F effectiveness date June 8, 2026 Date the Registration Statement on Form 40-F became effective

Amendment No. 2 filing date August 12, 2026 Date Amendment No. 2 to the Registration Statement was filed to make the correction

Form 6-K signature date August 25, 2026 Date the report was signed by the Chief Executive Officer

Key Terms

foreign private issuer, Registration Statement on Form 40-F, jurisdiction of incorporation, incorporated by reference, +1 more

5 terms

foreign private issuer regulatory

"FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16"

A foreign private issuer is a company organized outside the United States that meets tests showing it is primarily foreign-controlled and therefore qualifies for a different set of U.S. reporting rules. For investors, that means the company files less frequent or differently formatted disclosures with U.S. regulators and may follow home-country accounting and governance practices, so buying its stock is like dining at a well-reviewed restaurant that follows its home kitchen’s rules instead of the local menu — you get access but should check what standards apply.

Registration Statement on Form 40-F regulatory

"filed a Registration Statement on Form 40-F pursuant to Section 12(b)"

jurisdiction of incorporation regulatory

"identified the Company’s jurisdiction of incorporation as “Ontario, Canada.”"

incorporated by reference regulatory

"This Report on Form 6-K is hereby incorporated by reference into"

Exchange Act reporting record regulatory

"to reflect the correction in the Company’s Exchange Act reporting record"

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What change does Bitzero Holdings Inc. (AIBZ) report in this Form 6-K?

Bitzero Holdings Inc. reports that its jurisdiction of incorporation was misstated as Ontario, Canada in a prior Form 40-F. The correct jurisdiction is British Columbia, Canada. The company states that this is the sole correction to the Registration Statement.

What is the correct jurisdiction of incorporation for Bitzero Holdings Inc. (AIBZ)?

The correct jurisdiction of incorporation for Bitzero Holdings Inc. is British Columbia, Canada. A prior Registration Statement on Form 40-F had incorrectly identified the jurisdiction as Ontario, Canada, and this Form 6-K furnishes the correction.

Does this correction by AIBZ affect any other information in the Registration Statement?

The company states that no other information contained in the Registration Statement on Form 40-F is being corrected or modified. The only change relates to the jurisdiction of incorporation description.

How is this Bitzero Holdings Inc. (AIBZ) Form 6-K related to the Form 40-F?

The Form 6-K is incorporated by reference into Bitzero Holdings Inc.’s Registration Statement on Form 40-F (Commission File No. 001-43300). It serves to correct the jurisdiction of incorporation disclosure within the Exchange Act reporting record.

What happened to Amendment No. 2 to Bitzero Holdings Inc.’s Form 40-F?

On August 12, 2026, the company filed Amendment No. 2 to the Registration Statement solely to make the jurisdiction correction. The company has requested withdrawal of Amendment No. 2 and is instead furnishing this Form 6-K to reflect the correction.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Available on EDGAR 08/25/2026 - 01:59 PM EDT Accepted by SEC EDGAR 08/25/2026 - 01:59 PM EDT Learn about SEC filing dates

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 6-K

REPORT OF FOREIGN PRIVATE ISSUER

PURSUANT TO RULE 13a-16 OR 15d-16

OF THE SECURITIES EXCHANGE ACT OF 1934

For the month of August 2026

Commission File Number: 001-43300

BITZERO HOLDINGS INC.

(Registrant)

1100 One Bentall Centre
505 Burrard Street, Suite 1100

Vancouver, British Columbia, V7X 1M5 Canada

(Address of Principal Executive Offices) 

Indicate by check mark whether the Registrant files or will file annual reports under cover of Form 20-F or Form 40-F.

Form 20-F  ☐            Form 40-F  ☒

INCORPORATED BY REFERENCE

This Report on Form 6-K is hereby incorporated by reference into the Registration Statement on Form 40-F of the Company filed with the Securities and Exchange Commission (Commission File No. 001-43300), and shall be a part thereof, to the extent not superseded by documents or reports subsequently filed or furnished by the Company.

CORRECTION TO JURISDICTION OF INCORPORATION

On May 15, 2026, Bitzero Holdings Inc. (the “Company”) filed a Registration Statement on Form 40-F pursuant to Section 12(b) of the Securities Exchange Act of 1934, as amended (Commission File No. 001-43300), as subsequently amended by Amendment No. 1 filed on June 4, 2026 (the “Registration Statement”). The Registration Statement became effective on June 8, 2026.

The cover page of the Registration Statement inadvertently identified the Company’s jurisdiction of incorporation as “Ontario, Canada.” The Company’s correct jurisdiction of incorporation is “British Columbia, Canada.” This Report on Form 6-K is being furnished to correct that disclosure. No other information contained in the Registration Statement is being corrected or modified by this Report.

On August 12, 2026, the Company filed Amendment No. 2 to the Registration Statement solely to make this correction. The Company has requested withdrawal of Amendment No. 2 and is furnishing this Report on Form 6-K to reflect the correction in the Company’s Exchange Act reporting record.

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, thereunto duly authorized.

				BITZERO HOLDINGS INC.
				(Registrant)
Date: August 25, 2026				By		/s/ Mohammed Bakhashwain
						Mohammed Bakhashwain
						Chief Executive Officer