Baosheng Media ends US$30M share purchase facility

Baosheng Media Group Holdings Limited terminated its previously arranged equity financing facility with High West Partners LLC.

Accepted by SEC EDGAR 08/11/2026 - 04:50 PM EDT Learn about SEC filing dates

Rhea-AI Filing Summary

Baosheng Media Group Holdings Limited terminated its previously arranged equity financing facility with High West Partners LLC. Under the securities purchase agreement, Baosheng had the discretion to sell up to US$30,000,000 of ordinary shares, but chose to end the arrangement pursuant to its contractual termination right.

Baosheng delivered a Termination Notice on August 11, 2026, which will become effective on August 12, 2026, after satisfaction of existing share delivery obligations. Before termination, the company sold or issued 255,328 ordinary shares to the investor under the agreement. The report and the Termination Notice are incorporated by reference into Baosheng’s Form F-3 shelf registration.

Key Figures

Equity facility size: US$30,000,000 Shares issued under SPA: 255,328 ordinary shares Termination effective date: August 12, 2026 +2 more

5 metrics

Equity facility size US$30,000,000 Maximum aggregate amount of ordinary shares Baosheng could sell under the securities purchase agreement

Shares issued under SPA 255,328 ordinary shares Total ordinary shares sold or issued to High West Partners before termination of the agreement

Termination effective date August 12, 2026 Date on which the Termination Notice becomes effective and the Offering ends

Termination Notice date August 11, 2026 Date Baosheng sent the Termination Notice and the investor confirmed receipt

Par value per share US$0.0096 per share Par value of Baosheng’s ordinary shares eligible for issuance under the agreement

Key Terms

securities purchase agreement, Maturity Date, Commencement Date, Trading Day, +1 more

5 terms

securities purchase agreement financial

"the Company entered into a securities purchase agreement (the “SPA”), dated July 10, 2026"

A securities purchase agreement is a written contract between a buyer and a seller outlining the terms for buying or selling financial assets such as stocks or bonds. It specifies details like the price, quantity, and conditions of the transaction, similar to a shopping list with agreed-upon terms. For investors, it provides clarity and legal protection when transferring ownership of these financial instruments.

Maturity Date financial

"from time to time until the Maturity Date specified in the SPA"

The maturity date is the specific day when a loan, bond, or investment reaches its full term and the borrower must repay the borrowed amount in full. It is important for investors because it indicates when they will receive their initial money back and can plan their future financial steps accordingly. Think of it as the due date for a loan or the day a gift card or coupon expires.

Commencement Date financial

"at any time after the Commencement Date, the SPA may be terminated"

Trading Day financial

"The Termination Notice will not be effective until one Trading Day after it has been received"

A trading day is a calendar day when a stock exchange is open and securities can be bought or sold during its set market hours, like a store’s regular business hours. It matters to investors because price changes, order execution, daily volume, and settlement timing are tied to trading days, so performance, deadlines for trades or option expirations, and short-term strategies are measured and planned around them.

incorporated by reference regulatory

"This report, including Exhibits 10.1 hereto, shall be deemed to be incorporated by reference"

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What did Baosheng Media Group Holdings (BAOS) announce in this Form 6-K?

Baosheng Media Group Holdings terminated its securities purchase agreement with High West Partners LLC, ending a discretionary equity financing facility of up to US$30,000,000 in ordinary shares, effective August 12, 2026.

How large was the Baosheng Media (BAOS) equity facility with High West Partners?

The securities purchase agreement allowed Baosheng to sell and issue, at its discretion, up to US$30,000,000 of ordinary shares to High West Partners LLC from time to time until the Maturity Date specified in the agreement.

When does the termination of Baosheng Media’s (BAOS) securities purchase agreement become effective?

Baosheng sent a Termination Notice on August 11, 2026, which the investor acknowledged the same day. The termination becomes effective on August 12, 2026, one Trading Day after receipt, in line with the agreement’s terms.

How many shares did Baosheng Media (BAOS) issue under the terminated agreement?

Before the termination became effective, Baosheng sold or issued 255,328 ordinary shares to High West Partners LLC under the securities purchase agreement, out of the total capacity of up to US$30,000,000 in ordinary shares.

Does this Baosheng Media (BAOS) 6-K affect its existing Form F-3 registration?

Yes. This report, including the Termination Notice as Exhibit 10.1, is incorporated by reference into Baosheng’s Form F-3 registration statement (File No. 333-273720) and becomes part of that registration from the filing date.

Under what conditions could Baosheng Media (BAOS) terminate the securities purchase agreement?

Under Section 11(c) of the agreement, Baosheng could terminate any time after the Commencement Date by delivering a written Termination Notice, effective one Trading Day after receipt, subject to fulfilling all existing share delivery and other obligations.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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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 August 2026

Commission File Number: 001-39977

Baosheng Media Group Holdings Limited

(Registrant’s Name)

East Floor 5

Building No. 8, Xishanhui

Shijingshan District, Beijing 100041

People’s Republic of China

+86-010-82088021

(Address of principal executive office)

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 x Form 40-F ¨

Termination of Security Purchase Agreement

As Baosheng Media Group Holdings Limited, a company formed under the laws of the Cayman Islands (the “Company”), previously reported in a Current Report on Form 6-K filed with the U.S. Securities and Exchange Commission on July 13, 2026, the Company entered into a securities purchase agreement (the “SPA”), dated July 10, 2026, with High West Partners LLC (the “Investor”). Under which, subject to the terms and conditions set forth therein, the Company may sell and issue, in its sole discretion, up to US$30,000,000 of the Company’s ordinary shares, par value US$0.0096 per share, to the Investor from time to time until the Maturity Date specified in the SPA (the “Offering”).

Pursuant to Section 11(c) of the SPA, at any time after the Commencement Date, the SPA may be terminated by the Company by delivering written notice to the Investor (“Termination Notice”) for any reason or for no reason. The Termination Notice will not be effective until one Trading Day after it has been received by the Investor, and the termination is subject to the Company having satisfied all of its existing Purchase Notice Shares and Commitment Share delivery obligations, and any other obligations, prior to the termination date. Upon the Termination Notice becoming effective, the SPA shall become terminated and there shall be no liability or obligation on the part of any party to the SPA, subject to certain exceptions set forth in the SPA.

On August 11, 2026, the Company sent out the Termination Notice to the Investor, and the Investor confirmed its receipt on the same date. Accordingly, the Termination Notice will become effective, and the Offering will terminate, on August 12, 2026. Prior to such termination, 255,328 ordinary shares were sold or issued by the Company to the Investor under the SPA.

Incorporation by Reference

This report, including Exhibits 10.1 hereto, shall be deemed to be incorporated by reference into the registration statement on Form F-3 (File No. 333-273720) of the Company, as amended, and to be a part thereof from the date on which this report is filed, to the extent not superseded by documents or reports subsequently filed or furnished.

Exhibit
Number		Description of Exhibit
10.1		Termination Notice dated August 11, 2026

2

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 authorised.

	Baosheng Media Group Holdings Limited
	By:	/s/ Lina Jiang
	Name:	Lina Jiang
	Title:	Chairperson of the Board and Chief Executive Officer

Date: August 11, 2026

3

Filing Exhibits & Attachments

1 document

Agreements & Contracts

• EX-10.1 EXHIBIT 10.1 4.0 KB