Ayro Inc SEC Filings

StableX Technologies, Inc. is registering 126,208 shares of common stock for resale by existing investors. These shares are issuable from the conversion of newly created Series I convertible preferred stock and the exercise of related warrants, and equal about 19.99% of the common shares outstanding immediately before the private placement.

The company is undergoing a major shift from designing low-speed electric vehicles to a digital-asset treasury strategy focused on crypto tokens tied to the growing stablecoin ecosystem, with a stated target of acquiring up to $100 million in such assets, subject to capital, market and regulatory conditions. Recent corporate actions include boosting authorized common shares from 200,000,000 to 1,200,000,000, a 1-for-16 reverse stock split, and a rebrand from AYRO, Inc. to StableX Technologies, Inc., now trading on Nasdaq as “SBLX.”

In August 2025, StableX sold 7,000 Series I preferred shares, initially convertible into up to 875,000 common shares at $8.00 per share, plus investor and placement-agent warrants for up to another 875,000 shares at the same price. The preferred carries a 7% annual dividend, rising to 15% upon certain triggering events, and must be redeemed in quarterly installments through early 2027, which could pressure cash resources. As of September 5, 2025, 888,978 common shares were outstanding; issuing all shares covered by this prospectus would significantly dilute existing holders, and extensive anti-dilution and covenant terms may complicate future financing.

Ayro, Inc.'s preliminary proxy filing discloses beneficial ownership details for common stock and certain preferred/warrant positions. The record shows 888,978 shares of common stock outstanding. Iroquois-related holders led by Richard Abbe/Iroquois Capital report 94,850 shares, representing 9.99% beneficial ownership when combining common shares, convertible preferred interests and warrants subject to a 9.99% ownership blocker. The Hewlett Fund holds 46,689 shares (4.99%) and Mainfield Enterprises holds 44,567 shares (4.99%), each with convertible preferred and warrant positions noted. Several executives and directors hold modest common and restricted stock unit positions. The filing explicitly notes conversion features, warrant exercisability within 60 days of the record date, and beneficial ownership blockers limiting conversions.

Signatures on the amendment include Joshua Silverman as Executive Chairman and Thomas M. Wittenschlaeger as CEO on behalf of Ayro and related parties.

StableX Technologies, Inc. reported that on September 2, 2025, board member George Devlin voluntarily resigned from the board of directors and from all board committees, effective immediately. The company states that his resignation was not due to any disagreement with its operations, policies, or practices, indicating no disclosed dispute with management or strategy.

In connection with his departure, the board approved a one-time cash payment of $35,437.50 to Mr. Devlin. This amount equals the director cash fees he would have received for service from September 2025 through May 2026 under the company’s board compensation policy.

StableX Technologies, Inc., formerly AYRO, Inc., entered into an omnibus amendment to its Series I and Series H-7 warrants and completed a corporate rebranding. The warrant amendment revises how “Fundamental Transactions” and Black Scholes valuation inputs are defined, and removes certain anti-dilution style exercise price adjustments in the Series H-7 warrants. The company also changed its name to StableX Technologies, Inc. effective August 22, 2025, and its Nasdaq ticker switched from “AYRO” to “SBLX” before the market opened on August 25, 2025. A pro forma balance sheet as of June 30, 2025, reflecting the warrant amendment and $6,200,000 in net private placement proceeds, shows pro forma stockholders’ equity of about $4.6 million, which the company believes satisfies Nasdaq’s $2,500,000 minimum equity requirement.

AYRO, Inc. filed a Form D reporting a Regulation D offering under Rule 506(b). The notice states the total offering amount was $7,000,000, the total amount sold was $7,000,000, and $0 remains to be sold. The issuer reports 10 investors have invested to date and identifies the first sale date as 2025-08-08. Sales commissions are reported as $560,000 (listed as an estimate) and the issuer issued placement-agent warrants to purchase up to 140,000 shares at an $8.00 exercise price (subject to adjustment). The filing lists AYRO's principal address in New York and names Joshua Silverman as CEO, Joseph Ramelli as CFO and several directors and officers.

AYRO, Inc. Schedule 13G/A discloses beneficial ownership positions reported by Iroquois Capital Management, LLC and two associated individuals, Richard Abbe and Kimberly Page. The filing shows Iroquois beneficially holds 179,450 shares (reported as 9.99% of the class), Mr. Abbe aggregates 507,899 shares (9.99%), and Ms. Page aggregates 507,899 shares (9.99%), with reported voting and dispositive power details for each party.

The reported totals include a combined 499,634 shares of common stock issuable upon conversion of preferred stock; those conversions are explicitly stated to be subject to a 9.99% blocker. The percentage calculations reference an estimated 543,217 shares outstanding used to compute the 9.99% figures. The filing also explains overlapping authorities between the reporting persons and clarifies that such statements are not admissions of beneficial ownership of other reporting persons' shares.

AYRO, Inc. entered into a Securities Purchase Agreement to issue a newly designated Series I Convertible Preferred Stock and related warrants to certain accredited investors. The Company agreed to sell an aggregate of 7,000 shares of Series I Preferred Stock with a stated value of $1,000 per share, initially convertible into up to 875,000 shares of common stock at an initial conversion price of $8.00 per share. The transaction also includes warrants to acquire up to an aggregate of 875,000 shares of common stock at an exercise price of $8.00 per share. The Company filed the Certificate of Designations creating the Series I Preferred Stock.

The Company also filed an amendment to its Series H-7 Certificate of Designations that, as disclosed, extends the maturity date to February 4, 2027, revises payment dates and payable amounts for dividends and installment amounts, modifies the definition of "Excluded Securities," and adjusts the schedule of installment dates. Series H-7 holders provided waivers and consents and the Company filed the related Certificate of Amendment. These actions change certain security rights and provide for the issuance of the Series I securities referenced above.