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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 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): February 6, 2026
ARAX HOLDINGS CORP.
(Exact name of Registrant as specified in
its charter)
| Nevada |
|
333-185928 |
|
99-0376721 |
(State or other jurisdiction of
incorporation or organization) |
|
(Commission File Number) |
|
(IRS employer
identification no.) |
820 E Park Ave, F Ste. 100
Tallahassee, Florida |
|
32301 |
| (Address of principal executive offices) |
|
(Zip Code) |
Registrant’s
telephone number, including area code: 850
254
1161
Securities registered pursuant to Section
12(b) of the Act:
| Title of each class |
|
Trading Symbol(s) |
|
Name of each exchange on which
registered |
| None |
|
|
|
|
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)) |
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 8.01 Other Events
ARAX Holdings Corp. (“ARAX” or the “Company”)
provides the following update regarding ongoing infrastructure deployment and ecosystem expansion activities across its Core Settlement
Network.
Expansion of Ping Exchange Market Infrastructure
The Company is currently deploying a significant update to its
Ping Exchange platform. The update expands the platform beyond digital asset trading to include additional market infrastructure
designed to support:
| • | Digital
Foreign Exchange markets |
| • | Digitized
Stock and Other Tradable Financial instruments |
These enhancements are intended to extend Ping Exchange from
a digital asset trading venue into a broader multi-asset market infrastructure environment.
In connection with this development, the Company has initiated
the process of tokenizing shares of ARAX Holdings Corp., which are expected to be the first digitized equity instruments introduced
on the Ping Exchange platform, subject to applicable regulatory and technical requirements.
The Company is also actively engaged in tokenization initiatives
within the precious metals sector, focused on digitizing select commodity assets for potential integration into its market infrastructure.
Wall Money Hybrid Self-Custodial Banking Platform
ARAX is preparing for a phased release of its Wall Money platform,
which is designed as a hybrid self-custodial banking environment.
The platform integrates:
| • | self-custodial
digital asset functionality through the CorePass identity and wallet infrastructure |
| • | traditional
banking rails |
| • | debit
card connectivity supporting Visa and UnionPay networks. |
Wall Money is intended to function as an access layer to the
Company’s broader settlement infrastructure, enabling interaction between fiat accounts, digital assets, and programmable
payment services.
Integration of BaaP Connectors and Settlement Network
The Company continues to deploy connectors built on its Blockchain-as-a-Platform
(“BaaP”) infrastructure. These connectors link identity, market, payment, and settlement components across the Core
ecosystem.
Upon completion of current deployment stages, the Company expects
the network to operate as a fully integrated settlement architecture supporting the transfer of value across multiple asset classes
rather than operating solely as a currency trading system.
Management Commentary
Michael Loubser, Chief Executive Officer of ARAX Holdings Corp.,
stated:
“The future of financial infrastructure is not defined
by faster payments alone, but by the convergence of data settlement and value settlement. When identity, execution, and ownership
move together, friction disappears and entirely new economic models become possible.”
Forward-Looking Statements
This Current Report on Form 8-K contains forward-looking statements
within the meaning of the Private Securities Litigation Reform Act of 1995. These statements are based on current expectations
and assumptions and involve risks and uncertainties that could cause actual results to differ materially. Factors that may affect
future results include regulatory developments, market conditions, technical deployment timelines, and third-party approvals, including
banking and platform integrations.
The Company undertakes no obligation to update forward-looking
statements except as required by law.
While the Company is currently delinquent in certain SEC filings
due to ongoing efforts to complete its audits, which are nearing finalization, ARAX continues to diligently work on furthering
its business objectives, including developing innovative Use Cases for its Blockchain as a Platform (BaaP) technology, expanding
revenue streams, and enhancing shareholder value.
Safe Harbor Statement Under the Private Securities Litigation
Reform Act of 1995
Certain statements contained in this report may be construed
as “forward-looking statements” as defined in the Private Securities Litigation Reform Act of 1995 (the “Act”).
All statements that are not historical facts are “forward-looking statements.” The words “estimate,” “project,”
“intends,” “expects,” “anticipates,” “believes” and similar expressions are intended
to identify forward-looking statements. Such forward-looking statements are made based on management’s beliefs, as well as
assumptions made by, and information currently available to, management pursuant to the “safe harbor” provisions of
the Act. These statements are subject to certain risks and uncertainties that may cause actual results to differ materially from
those projected on the basis of these statements. Investors should consider this cautionary statement and furthermore, no assurance
can be made that the transaction described in this Report will be consummated. Readers are cautioned not to place undue reliance
on these forward-looking statements, which speak only as of the date made. The Company also undertakes no obligation to disclose
any revision to these forward-looking statements to reflect events or circumstances after the date made or to reflect the occurrence
of unanticipated events.
Investor@arax.cc
Arax Holdings Corp
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.
| |
Arax Holdings Corp. |
| |
|
|
| Dated: February 9, 2026 |
By: |
/s/ Michael P. Loubser |
| |
|
Michael P. Loubser |
| |
|
Chief Executive Officer |
