STOCK TITAN

Robo.ai details 22.3M-share resale, $180M revenue

Robo.ai adds a resale prospectus supplement while announcing preliminary revenue above US$180 million for June–August 2026.

(Neutral)
(Neutral)
Form Type
424B3

Rhea-AI Filing Summary

Robo.ai Inc. (AIIO) updated its F-1 prospectus to cover the potential resale from time to time by a selling shareholder of up to 22,343,750 Class B ordinary shares, par value US$0.002 per share. The Class B ordinary shares trade on Nasdaq under ticker AIIO, last closing at US$1.70 on September 2, 2026.

Separately, the company reported preliminary, unaudited total revenue of over US$180 million for the three-month period from June through August 2026, primarily contributed by recently acquired Quantum Core Capital Limited. Management stated that operations and revenue contribution from the acquired business have remained steady since the June 15, 2026 acquisition.

Positive

  • Robo.ai reported preliminary three-month revenue of over US$180 million for June–August 2026, primarily from Quantum Core Capital, indicating meaningful scale from the recently acquired business.

Negative

  • None.

Filing Explained

The filing distinguishes potential resale from completed sale and identifies the revenue figure as preliminary and subject to review.

The supplement’s disclosed lifecycle state is a potential offer and sale of up to 22,343,750 Class B shares by a selling shareholder, not a reported completed sale. The structural consequence is possible resale supply from the selling shareholder’s shares.

The filing also contains a Form 6-K update with a press release on revenue following the QC Capital acquisition.

The reported revenue information is preliminary and unaudited and may be adjusted during the company’s financial closing and review procedures. The QC Capital consideration shares are subject to a phased, revenue-linked release mechanism, previously disclosed in a June 18 Form 6-K.

Class B ordinary shares registered for resale 22,343,750 shares Maximum number of Class B ordinary shares that may be offered and sold by the selling shareholder under the updated prospectus
Closing price per Class B ordinary share US$1.70 Closing price of Robo.ai Class B ordinary shares on Nasdaq on September 2, 2026
Total revenue for June–August 2026 Over US$180 million Preliminary, unaudited total revenue for the three-month period from June through August 2026
Acquisition date of Quantum Core Capital Limited June 15, 2026 Date on which Robo.ai completed the acquisition of Quantum Core Capital Limited
Prospectus date July 10, 2026 Date of the underlying prospectus that the prospectus supplement updates and supplements
Form type for revenue update Form 6-K Robo.ai furnished a Form 6-K including a press release on revenue for the June–August 2026 period
prospectus supplement regulatory
"This prospectus supplement is being filed to update and supplement the information"
A prospectus supplement is an additional document provided alongside a company's main offering details, offering updated or extra information about a specific financial product being sold. It helps investors understand the latest terms, risks, and details of the investment, similar to how an update or revision clarifies or expands on original instructions, ensuring they have current and complete information before making a decision.
selling shareholder financial
"by the selling shareholder named therein or its pledgees, donees, transferees"
An existing owner of a company's shares who is offering part or all of their holdings for sale, often through a registered secondary offering, block trade, or insider sale. It matters to investors because these sales increase the number of shares available to the public and can change who controls the company; like a large homeowner selling in a neighborhood, a big shareholder sale can alter supply, price dynamics, and ownership concentration.
foreign private issuer regulatory
"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.
preliminary and unaudited financial
"The revenue information presented in this press release is preliminary and unaudited"
forward-looking statements regulatory
"This press release contains statements that may constitute “forward-looking” statements"
Forward-looking statements are predictions or plans that companies share about what they expect to happen in the future, like estimating sales or profits. They matter because they help investors understand a company's outlook, but since they are based on guesses and assumptions, they can sometimes be wrong.
Offering Type secondary

FAQ

What does Robo.ai Inc. (AIIO) register in this prospectus supplement?

The prospectus supplement covers the potential offer and sale from time to time by a selling shareholder and its permitted transferees of up to 22,343,750 Class B ordinary shares of Robo.ai Inc., par value US$0.002 per share.

Is Robo.ai Inc. (AIIO) issuing new shares or is this a resale by existing holders?

The prospectus supplement relates to the potential offer and sale by the selling shareholder named in the prospectus and its permitted transferees; it describes a resale of up to 22,343,750 Class B ordinary shares rather than a primary issuance by Robo.ai.

What recent revenue performance did Robo.ai Inc. (AIIO) disclose?

For the three-month period from June through August 2026, Robo.ai recorded preliminary, unaudited total revenue of over US$180 million, with the majority contributed by Quantum Core Capital Limited, acquired on June 15, 2026.

How important was Quantum Core Capital to Robo.ai’s (AIIO) recent revenue?

Robo.ai stated that the US$180+ million in total revenue for June–August 2026 was primarily contributed by Quantum Core Capital Limited, indicating the acquired business is a significant source of current revenue.

What is the current trading information for Robo.ai Inc. (AIIO) Class B shares?

Robo.ai’s Class B ordinary shares are listed on Nasdaq under ticker AIIO. On September 2, 2026, the closing price of the Class B ordinary shares on Nasdaq was US$1.70 per share.

Are Robo.ai’s (AIIO) latest revenue figures audited?

No. Robo.ai stated that the revenue information for the June–August 2026 period is preliminary and unaudited and has not been reviewed by its independent registered public accounting firm, and may be subject to adjustment during financial closing procedures.

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

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Learn about SEC filing dates

Filed Pursuant to Rule 424(b)(3)

Registration Statement No. 333-296767

 

Prospectus Supplement No. 6

(To Prospectus Dated July 10, 2026)

 

Robo.ai Inc.

 

Up to 22,343,750 Class B Ordinary Shares

 

This prospectus supplement is being filed to update and supplement the information contained in the prospectus dated July 10, 2026, which forms a part of our registration statement on Form F-1 (Registration No. 333-296767), as amended and supplemented, with the information contained in our current report on Form 6-K furnished with the U.S. Securities and Exchange Commission on September 3, 2026. The prospectus relates to the potential offer and sale from time to time by the selling shareholder named therein or its pledgees, donees, transferees, assignees, or other successors in interest (that receive any of the securities as a gift, distribution, or other non-sale related transfer) of up to 22,343,750 Class B ordinary shares, par value US$0.002 per share, of Robo.ai Inc.

 

This prospectus supplement updates and supplements the information in the prospectus and is not complete without, and may not be delivered or utilized except in combination with, the prospectus, including any amendments or supplements thereto. This prospectus supplement should be read in conjunction with the prospectus and if there is any inconsistency between the information therein and this prospectus supplement, you should rely on the information in this prospectus supplement.

 

Our Class B ordinary shares are listed on the Nasdaq Stock Market LLC, or Nasdaq, under the ticker symbol “AIIO.” On September 2, 2026, the closing price of our Class B ordinary shares on Nasdaq was US$1.70.

 

We may further amend or supplement the prospectus from time to time by filing amendments or supplements as required. You should read the entire prospectus, this prospectus supplement, and any amendments or supplements carefully before you make your investment decision.

 

Investing in our securities involves a high degree of risk. See “Risk Factors” beginning on page 18 of the prospectus for a discussion of information that should be considered in connection with an investment in our securities.

 

Neither the U.S. Securities and Exchange Commission nor any other regulatory body has approved or disapproved of these securities or determined if this prospectus supplement or the prospectus is truthful or complete. Any representation to the contrary is a criminal offense.

 

The date of this prospectus supplement is September 3, 2026.

 

 

 

 

 

 

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 UNDER

THE SECURITIES EXCHANGE ACT OF 1934

 

For the month of September 2026

 

Commission File Number: 001-41559

 

 

 

Robo.ai Inc.

(Registrant’s Name)  

 

 

 

 Meydan Grandstand, 6th floor
Meydan Road
Nad Al Sheba, Dubai
United Arab Emirates

(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 ☐ 

 

 

 

 

 

EXHIBIT INDEX

 

Exhibit No.   Description
99.1   Press Release — Robo.ai Inc. Reports More Than US$180 Million in Revenue for June-August Period

 

 

 

 

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.

 

  Robo.ai Inc.
   
Date: September 3, 2026 By: /s/ Benjamin Bin Zhai
  Name:  Benjamin Bin Zhai
  Title: Chief Executive Officer

 

 

 

Exhibit 99.1

 

Robo.ai Inc. Reports More Than US$180 Million in Revenue for June-August Period

 

Company Maintains Steady Revenue Momentum Following Recent Acquisitions

 

Company Maintains Steady Revenue Momentum Following Recent Acquisitions

 

DUBAI, UAE, September 2, 2026 — Robo.ai Inc. (Nasdaq: AIIO) (“Robo.ai” or the “Company”), a UAE-based Nasdaq-listed company, today provided an update on its revenue performance following its acquisition of Quantum Core Capital Limited (“QC Capital”). This update reflects the Company’s continued progress in expanding its businesses and integrating recently acquired operations as it builds toward establishing technology-empowered platforms spanning artificial intelligence, robotics & smart mobility, advanced manufacturing, and digital assets & capital.

 

For the three-month period from June through August 2026, Robo.ai recorded total revenue of over US$180 million, primarily contributed by QC Capital, which the Company acquired on June 15, 2026. Since the acquisition, the Company has sustained steady operations and continued to deliver revenue, with the new business contributing meaningfully to overall growth.

 

“Since completing the acquisition in June, we have seen steady operating momentum and continued revenue contribution from our acquired business,” said Benjamin Zhai, Chief Executive Officer of Robo.ai. “Our overall revenue performance over the past several months gives us greater confidence in the progress we are making and provides a solid foundation for our next stage of development. We remain focused on disciplined execution and integration, while continuing to strengthen our business and build on this momentum as we work toward sustainable growth.”

 

The revenue information presented in this press release is preliminary and unaudited and has not been reviewed by the Company’s independent registered public accounting firm. The information may be subject to adjustment in connection with the Company’s financial closing and review procedures.The consideration shares for the QC Capital acquisition are subject to a phased, revenue-linked release mechanism, as previously disclosed on Form 6-K on June 18, 2026.

 

About Robo.ai Inc.

 

Robo.ai Inc. (Nasdaq: AIIO), headquartered in Dubai, United Arab Emirates, is a Nasdaq-listed technology group building intelligent infrastructure across four platforms: artificial intelligence; robotics and smart mobility; advanced manufacturing; and digital assets and capital. Its industrial group, Alif Holding, is dedicated to building intelligent industries through the development, integration and manufacturing of AI systems, serving government, public sector and mission-critical domains. Through its subsidiary Neurovia AI, the Company develops AI software and visual data infrastructure. Quantum Core Capital (“QC Capital”), its AI-powered deep-tech holding and venture-building platform, incubates, invests in and operates businesses across artificial intelligence, robotics, digital infrastructure and the next-generation digital economy.

 

 

 

Forward-Looking Statements

 

This press release contains statements that may constitute “forward-looking” statements pursuant to the “safe harbor” provisions of the U.S. Private Securities Litigation Reform Act of 1995. These forward-looking statements can be identified by terminology such as “will,” “expects,” “anticipates,” “aims,” “future,” “intends,” “plans,” “believes,” “estimates,” “targets,” “likely to,” “challenges,” and similar statements. Robo.ai may also make written or oral forward-looking statements in its periodic reports to the U.S. Securities and Exchange Commission (the “SEC”), in its annual report to shareholders, in press releases and other written materials, and in oral statements made by its officers, directors, or employees to third parties. Statements that are not historical facts, including statements about Robo.ai’s beliefs, plans, and expectations, are forward-looking statements. Forward-looking statements involve inherent risks and uncertainties. A number of factors could cause actual results to differ materially from those contained in any forward-looking statement, including but not limited to the following: Robo.ai’s strategies, future business development, and financial condition and results of operations; Robo.ai’s limited operating history in its current business; Robo.ai’s ability to generate positive cash flow and profits; Robo.ai’s ability to compete successfully; Robo.ai’s ability to build its brand and withstand negative publicity; and changes in customer demand and government incentives, subsidies, or other favorable government policies. Further information regarding these and other risks is included in Robo.ai’s filings with the SEC. All information provided in this press release is as of the date of this press release, and Robo.ai does not undertake any obligation to update any forward-looking statement, except as required under applicable law.

 

For investor and media inquiries, please contact:

 

For investors:
Robo.ai Inc. Investor Relations
E-mail: ir@roboai.group

 

For media:
Robo.ai Inc. Corporate Communications
E-mail: pr@roboai.group
Website: www.roboai.group