Autozi Internet Technology (AZI) inks SPA for 1.75B new shares

Rhea-AI Filing Summary

Autozi Internet Technology (Global) Ltd. reported that it has signed a Securities Purchase Agreement with certain non-U.S. investors for a private placement of its shares. The company agreed to sell an aggregate of 1,748,630,000 Class A ordinary shares, each with a par value of $0.000001, at a price of $0.0183 per share in a transaction exempt from registration under U.S. securities laws. The company and the investors provided customary representations, warranties, and covenants in the agreement, and the closing is expected in the fourth quarter of 2025, subject to necessary regulatory clearance.

Insights

Capital markets analyst

Autozi plans a large private share issuance to non-U.S. investors.

Autozi Internet Technology (Global) Ltd. has entered into a Securities Purchase Agreement with certain non-U.S. investors for a private placement of 1,748,630,000 Class A ordinary shares at $0.0183 per share. The transaction is structured as an exempt offering under the Securities Act of 1933, meaning it is not being registered with the SEC.

The agreement includes customary representations, warranties, and covenants by both the company and the investors, which is typical for this type of financing arrangement. Closing is expected in the fourth quarter of 2025, but it is conditioned on obtaining necessary regulatory clearance, so completion depends on that process.

If the transaction closes as described, it will result in a substantial issuance of new shares to the non-U.S. investors, with overall impact determined by the company’s existing share base and future disclosures once the deal is completed.

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 December 2025

Commission file number: 001-42255

Autozi Internet Technology (Global) Ltd.

(Exact name of registrant as specified in its charter)

Building A, Room 204

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 ☐

ENTRY INTO MATERIAL DEFINITIVE AGREEMENTS

On December 8, 2025, Autozi Internet Technology (Global) Ltd. (the “Company” or the “registrant”) entered into a Securities Purchase Agreement (the “SPA”) with certain non-U.S. investors (collectively, the “Investors”) in a private placement exempt from registration under the Securities Act of 1933, as amended. Pursuant to the SPA, the Company agreed to sell to the Investors an aggregate of 1,748,630,000 class A ordinary shares, par value $0.000001 per share of the Company at a price of $0.0183 per share.

The Company and the Investors each made customary representations, warranties, and covenants in the SPA. The transaction contemplated in the SPA is expected to close in the fourth quarter of 2025 subject to necessary regulatory clearance.

The foregoing description of the SPA does not purport to be complete and is qualified in its entirety by reference to the full text of such agreement. A copy of the form of the SPA is filed as Exhibit 10.1 to this Current Report on Form 6-K and is incorporated herein by reference.

EXHIBITS

Exhibit No.		Description
10.1		Form of Securities Purchase Agreement

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: December 9, 2025

FAQ

What financing did Autozi Internet Technology (AZI) announce in this 6-K?

Autozi Internet Technology (Global) Ltd. announced it entered into a Securities Purchase Agreement with certain non-U.S. investors for a private placement of 1,748,630,000 Class A ordinary shares at a price of $0.0183 per share.

Is Autozi Internet Technology (AZI) registering these new shares with the SEC?

The company stated that the private placement to non-U.S. investors is exempt from registration under the Securities Act of 1933, meaning the shares in this transaction are not being registered with the SEC.

When is the Autozi Internet Technology (AZI) private placement expected to close?

The transaction under the Securities Purchase Agreement is expected to close in the fourth quarter of 2025, subject to obtaining necessary regulatory clearance.

Who are the investors in Autozi Internet Technology’s new share issuance?

The investors are described as certain non-U.S. investors, collectively referred to as the Investors, who agreed to purchase the 1,748,630,000 Class A ordinary shares in the private placement.

What kind of agreement did Autozi Internet Technology (AZI) sign with the investors?

The company signed a Securities Purchase Agreement that includes customary representations, warranties, and covenants by both Autozi Internet Technology (Global) Ltd. and the non-U.S. investors.

What is the par value and sale price of the Autozi Internet Technology (AZI) shares in this deal?

Each Class A ordinary share has a par value of $0.000001, and the agreed sale price in the private placement is $0.0183 per share.