AIOS Tech Inc. filings document foreign-issuer current reports and public-company disclosure matters for a British Virgin Islands company with Class A Common Shares listed on Nasdaq. Recent Form 6-K reports furnish press releases and related exhibits covering Nasdaq minimum bid price compliance, share consolidation and authorized share capital.
The company’s regulatory record also includes proxy materials for shareholder voting matters, amended constitutional documents and share-class governance. These filings describe capital structure, listing-compliance matters, governance procedures and material-event disclosures for AIOS as an AI and information technology services issuer.
AIOS Tech Inc. agreed with Better Way Holdings Limited, Novo Spring Management Limited and Cloud Spring Limited to acquire all issued and outstanding shares of SmartCore Holdings Limited in an all-stock transaction valued at approximately US$100 million. Under the agreement, AIOS would issue 33,333,334 Class A common shares, valued at US$3.00 per share; no cash consideration is payable. Before closing, the sellers are to complete a reorganization under which SmartCore will have three wholly owned subsidiaries and an indirect 80% interest in EasyPay (Thailand). Following the reorganization, the Target Group is expected to provide cross-border IDC connectivity and data-center services in Hong Kong, Macao, Singapore and Thailand.
Closing is expected on or before November 30, 2026, subject to completion of the reorganization and satisfaction or waiver of other closing conditions; AIOS stated completion is not assured. Based on 3,249,337 Class A and 5,000,000 Class B shares outstanding immediately before closing, and assuming no other issuances, the sellers are expected to hold approximately 80.16% of total issued and outstanding shares and 6.21% of voting power after issuance. Class A shares carry one vote each and Class B shares 100; Better Way's shares are subject to a 60-month post-closing transfer restriction, subject to agreement exceptions.
AIOS Tech Inc. said Yishi Huang resigned as an independent director effective September 30, 2026, along with her committee positions: chairperson of the nominating committee and a member of the audit and compensation committees. The company said her resignation was due to other commitments and did not result from any disagreement with the company or its board regarding operations, policies or practices.
The board and nominating committee are actively searching for a qualified candidate to fill the vacancy.
AIOS Tech Inc. (AIOS) reports its first interim results after a major restructuring, showing a pivot to AI- and technology-enabled services and a move away from legacy PRC financing and supply-chain operations. For the six months ended June 30, 2026, revenue from continuing operations was $1.10 million, all from services, generating gross profit of $0.70 million and income from operations of $0.12 million. Net income from continuing operations was $0.60 million, compared with a loss of $0.59 million a year earlier, while total net income to shareholders improved from a loss of $69.99 million to a profit of $0.60 million, largely because the former mainland China business is now treated as discontinued operations and has been disposed of. The company raised $24.0 million in a March 2026 private placement of 3,000,000 Class A shares and warrants, of which $5.17 million was received in cash and $18.83 million remains as subscription receivable, partly collected after period-end. As of June 30, 2026, AIOS had cash and cash equivalents of $0.28 million, other receivables of $28.89 million, total assets of $29.81 million, minimal liabilities of $0.33 million and shareholders’ equity of $29.48 million. Subsequent to period end, 5,000,000 super-voting Class B shares were issued to an entity controlled by Co-CEO Guo Li, giving him approximately 60.6% of outstanding common shares and about 99.4% of aggregate voting power.
AIOS Tech Inc., a British Virgin Islands holding company focused on SME financing and IT services based in Hong Kong, has filed a mixed Form F-3. The filing covers the resale of up to 3,000,000 Class A Common Shares issued in a March 6, 2026 private placement and up to 6,000,000 Class A Common Shares issuable upon exercise of related warrants. AIOS will not receive proceeds from these resales.
The warrants become exercisable 90 days after March 6, 2026, carry split exercise prices of $16.00 and $20.00 per share, and may be exercised on a cash or cashless basis; full cash exercise could provide AIOS up to $108,000,000 for working capital and general corporate purposes. Separately, a universal shelf prospectus allows primary offerings of Class A shares, warrants, rights and units of up to $300,000,000 in one or more future transactions.
As of this prospectus, AIOS has 3,249,337 Class A and 5,000,000 Class B shares outstanding, with Class B carrying 100 votes per share. Following the recent issuance of Class B shares, an entity controlled by Co-CEO Guo Li holds about 60.6% of outstanding common shares and approximately 99.4% of voting power. The company highlights significant legal and operational risks tied to operating from Hong Kong with historical PRC exposure, including PRC regulatory developments, data and cybersecurity oversight, and potential impacts from the Holding Foreign Companies Accountable Act.
Guo Li, Co-Chief Executive Officer and a 10% owner of AIOS Tech Inc., indirectly acquired 5,000,000 Class B common shares on July 14, 2026. The shares were purchased for US$0.0001 per share (US$500 total) in a private placement from AIOS through Swift Prime Limited, a company he wholly owns. The board and audit committee approved the subscription, and the Class B shares are subject to a five-year lock-up from the July 14, 2026 issuance date. Before this transaction, Li beneficially owned no AIOS securities; he now holds 5,000,000 Class B shares indirectly.
AIOS Tech Inc. disclosed that Swift Prime Limited and its sole shareholder, Guo Li, acquired control through a strategic equity issuance of 5,000,000 Class B common shares on July 14, 2026. Each Class B share is convertible into one Class A share and carries 100 votes per share, versus one vote for each Class A share.
Swift Prime Limited and Guo Li are deemed to beneficially own 5,000,000 Class A equivalents, representing about 60.6% of Class A shares on an as-converted basis and approximately 99.4% of the aggregate voting power of AIOS Tech Inc. The shares were subscribed at US$0.0001 per share (total US$500) under a Share Subscription Agreement funded with Guo Li’s personal funds. The Class B shares are subject to a five-year transfer restriction without prior board approval and are intended to support a strategic transformation toward artificial intelligence and technology services.
AIOS Tech Inc. entered into a Share Subscription Agreement with Swift Prime Limited, an entity wholly owned by director and Co-CEO Guo Li. Swift Prime Limited will subscribe for 5,000,000 Class B common shares at US$0.0001 per share, for total consideration of US$500.
These Class B shares are subject to a five-year restriction during which they cannot be transferred, sold, or disposed of without prior Board approval. After the issuance, Guo Li, through Swift Prime Limited, will beneficially own about 60.6% of outstanding common shares and approximately 99.4% of the aggregate voting power, significantly concentrating control.
The transaction is a related party transaction. Its terms were reviewed and approved by the audit committee and the Board of Directors, with all related parties recusing themselves from deliberation and voting.
AIOS Tech Inc. held an extraordinary general meeting of shareholders on May 29, 2026 in Hong Kong. Shareholders approved adopting an amended and restated memorandum and articles of association, replacing the prior charter, to implement changes that include a Class B Variation. They also approved a resolution allowing the meeting to be adjourned to a later date, if needed, to gather additional proxy votes related to these proposals.
AIOS Tech Inc. has regained compliance with Nasdaq’s minimum bid price requirement. Nasdaq notified the company on May 11, 2026 that its Class A common shares closed at or above $1.00 per share for 10 consecutive business days from April 27 to May 8, 2026. This satisfies Nasdaq Listing Rule 5550(a)(2), and Nasdaq has closed the matter, removing the immediate risk associated with this deficiency.