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United States
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 8-K
Current Report
Pursuant to Section 13 or
15(d) of the
Securities Exchange Act of 1934
June 15, 2026
Date of Report (Date of earliest event
reported)
Cheetah Net Supply Chain Service Inc.
(Exact Name of Registrant as Specified in its Charter)
| Delaware | |
001-41761 | |
81-3509120 |
(State or other jurisdiction of incorporation) | |
(Commission File Number) | |
(I.R.S. Employer Identification No.) |
8707
Research Drive, Irvine, California |
|
92618 |
| (Address of Principal Executive Offices) |
|
(Zip Code) |
(949) 740-7799
Registrant’s telephone number, including
area code
N/A
(Former name or former address, if changed since
last report)
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)) |
Securities registered pursuant to Section 12(b)
of the Act:
| Title of each class |
|
Trading Symbol(s) |
|
Name of each exchange on which
registered |
| Class A Common Stock |
|
CTNT |
|
The Nasdaq Stock Market LLC |
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 x
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 1.01. Entry into a Material Definitive Agreement.
On June 15, 2026, Cheetah Net Supply Chain Service
Inc. (the “Company”) entered into a Securities Purchase Agreement (the “Purchase Agreement”) with Huan Liu, the
Company’s Chief Executive Officer, Interim Chief Financial Officer, director, and Chairman of the Board of Directors (the “Purchaser”),
pursuant to which the Company issued and sold to the Purchaser 200,000 shares (the “Shares”) of the Company’s Class
B common stock, par value $0.0001 per share (the “Class B Common Stock”), at a purchase price of $2.00 per share, for aggregate
gross proceeds to the Company of $400,000.
The foregoing description of the Purchase Agreement
and the transaction contemplated thereby does not purport to be complete and is qualified in its entirety by reference to the full text
of the Purchase Agreement, a copy of which is filed as Exhibit 10.1 to this Current Report on Form 8-K and is incorporated herein by reference.
Item 3.02. Unregistered Sales of Equity
Securities.
The information set forth in Item 1.01 of this
Current Report on Form 8-K is incorporated herein by reference.
The Shares were issued and sold in a private placement
transaction exempt from registration under the Securities Act of 1933, as amended (the “Securities Act”), pursuant to Regulation
S promulgated under the Securities Act and/or, to the extent applicable, Section 4(a)(2) of the Securities Act and Rule 506(b) of Regulation
D promulgated thereunder. The Purchaser represented that he was acquiring the Shares for investment purposes and not with a view to, or
for sale in connection with, any distribution thereof in violation of the Securities Act, and the Shares were issued as restricted securities.
The Company did not engage in any general solicitation or general advertising in connection with the offer and sale of the Shares.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
| Exhibit No. |
|
Description |
| 10.1 |
|
Securities Purchase Agreement, dated June 15, 2026, by and between Cheetah Net Supply Chain Service Inc. and Huan Liu. |
| |
|
|
| 104 |
|
Cover Page Interactive Data File (embedded within the Inline XBRL document) |
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 hereunto duly authorized.
Date: June 22,
2026
| |
Cheetah Net Supply Chain Service Inc. |
| |
|
|
| |
By: |
/s/ Huan Liu |
| |
|
Huan Liu |
| |
|
Chief Executive Officer, Director, and Chairman of the Board of Directors |