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Autozi (AZI) enlarges 2024 incentive plan, adding 6 M share capacity

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
6-K

Rhea-AI Filing Summary

On 26 June 2025, the board of Autozi Internet Technology (Global) Ltd. ("AZI") approved a second amendment and restatement of its 2024 Equity Incentive Plan. The sole substantive change is an increase in the share reserve to 18 million Class A ordinary shares, up from the prior 12 million limit first set in 2024. No additional modifications to vesting terms, award types, or eligibility criteria were disclosed.

This 50 % enlargement of the pool authorizes management to issue up to an extra 6 million shares for stock options, restricted share units or other equity-based awards. The company states the update is effective immediately and has been filed as Exhibit 99.1 to this Form 6-K. The filing contains no financial results, guidance, or major transactional details beyond the plan amendment, and therefore does not directly affect current revenue, earnings, or cash-flow metrics.

For investors, the expanded share reserve increases potential future dilution but may enhance the company’s ability to attract, retain and incentivize key employees in a competitive talent market. The document is otherwise routine and does not signal any imminent equity grant schedule or changes to executive compensation beyond what is already permitted under the plan.

Positive

  • Enhanced talent retention capacity: a larger share reserve may improve AZI's ability to attract and keep key employees without cash outflows.

Negative

  • Potential shareholder dilution: share pool rises 50 %, allowing up to 6 million additional shares that could dilute existing holders when issued.

Insights

TL;DR: 50 % share-pool hike; better retention flexibility but higher dilution risk, overall neutral governance move.

The board’s decision to raise the 2024 Plan limit from 12 million to 18 million shares reflects a strategic desire to broaden long-term incentive capacity ahead of expected hiring or retention needs. The amendment follows appropriate board approval and public disclosure via Form 6-K, satisfying transparency requirements under Section 13a-16. Because no terms beyond the pool size changed, governance mechanics such as award types, exercise pricing, and vesting remain intact. While incremental dilution of up to 6 million shares (exact percentage depends on current outstanding shares, not provided) could pressure existing holders, a sizeable reserve can align employee interests with shareholders if grants are performance-based. Given the lack of financial or control-related alterations, I view the action as neutral from a governance risk standpoint.

TL;DR: Plan expansion raises dilution ceiling; minor near-term market impact unless large grants issued soon.

The 6-million-share increase represents potential dilution that could become material once awards are granted and vested. Without data on shares outstanding, exact dilution cannot be quantified, but investors should monitor subsequent Form 4 and 20-F filings for actual issuance levels. The filing does not indicate imminent secondary offerings or cash needs, so capital structure remains unchanged today. I classify the news as not immediately impactful to valuation, yet it sets a higher cap on possible equity-based compensation expense in future periods.

 

 

 

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 June 2025

 

Commission File Number: 001-42255

 

Autozi Internet Technology (Global) Ltd.

(Exact name of registrant as specified in its charter)

 

Building B09

Intelligence Park No. 26 Yongtaizhuang North Road

Haidian District, Beijing, China

(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 ☐

 

 

 

 

 

 

Amendment and Restatement of Equity Incentive Plan

 

On June 26, 2025, the board of directors of the Registrant approved the second amendment and restatement of its previously adopted 2024 Equity Incentive Plan, as amended and restated (the “2024 Plan”), to increase the maximum aggregate number of Class A ordinary shares of the Company reserved under such plan for future issuance, effective on June 26, 2025 (the “Second Amended and Restated 2024 Plan”). Under the Second Amended and Restated 2024 Plan, the maximum aggregate number of Class A ordinary shares of the Company may be issued pursuant to all awards shall be 18 million, increased from 12 million in the 2024 Plan. No other substantive amendment to the 2024 Plan was made.

 

The foregoing description of the Second Amended and Restated 2024 Plan is qualified in its entirety by reference to the full text of the Second Amended and Restated 2024 Plan, which is attached as Exhibit 99.1 to this Form 6-K and are incorporated herein by reference.

 

 

 

 

Exhibits

 

Exhibit No.

 

Description

99.1   Second Amended and Restated 2024 Plan of Autozi Internet Technology (Global) Ltd.

 

 

 

 

Signature

 

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.

 

  Autozi Internet Technology (Global) Ltd.
   
  By: /s/ Houqi Zhang
  Name: Houqi Zhang
  Title: CEO and Chairman of the Board

 

Date: June 27, 2025

 

 

 

FAQ

Why did Autozi (AZI) file a Form 6-K on June 27 2025?

To disclose board approval of a Second Amended and Restated 2024 Equity Incentive Plan increasing the share reserve to 18 million.

How many additional shares can AZI issue under the updated 2024 Plan?

6 million more shares, raising the total reserve to 18 million Class A ordinary shares.

Were there any other changes to AZI's equity incentive plan terms?

No. The filing states there were no substantive amendments beyond the increased share limit.

Does the amendment impact AZI's current earnings or cash flow?

The 6-K contains no financial data; the change affects potential future dilution, not present earnings or cash flows.

When does the Second Amended and Restated 2024 Plan become effective?

It became effective immediately upon board approval on June 26, 2025.
Autozi Internet Technology (Global) Ltd.

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