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Cheetah Net (NASDAQ: CTNT) ends ATM deal after 2.78M shares sold

Filing Impact
(Moderate)
Filing Sentiment
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

Cheetah Net Supply Chain Service Inc. has terminated its at-the-market stock sales agreement with AC Sunshine Securities LLC, effective at the close of business on June 26, 2026. The agreement had allowed Class A common stock to be sold from time to time under a Form S-3 shelf registration.

Before termination, the company sold a total of 2,775,000 shares of Class A common stock under this arrangement after giving effect to a 1-for-200 reverse stock split completed on April 29, 2026. No placement notices remained outstanding at termination, and the sales agent confirmed that no amounts, fees or expenses were due from the company.

Positive

  • None.

Negative

  • None.
Item 1.02 Termination of a Material Definitive Agreement Business
A significant contract was terminated, which may affect business operations or revenue.
Item 9.01 Financial Statements and Exhibits Exhibits
Financial statements, pro forma financial information, and exhibit attachments filed with this report.
Reverse stock split ratio 1-for-200 Effective April 29, 2026
Pre-split shares sold under agreement 355,000,000 shares Sold prior to April 29, 2026 reverse split
Pre-split shares as post-split equivalent 1,775,000 shares Post-split equivalent of 355,000,000 shares
Post-split shares sold after April 29, 2026 1,000,000 shares Sold from April 29, 2026 through June 18, 2026
Total shares sold under agreement (post-split basis) 2,775,000 shares Aggregate before termination, after reverse split adjustment
Termination effective date June 26, 2026 Mutual Termination Agreement effective at close of business
at-the-market offering financial
"may offer and sell, from time to time, shares ... in an “at-the-market” offering"
An at-the-market offering is a method companies use to sell new shares of stock directly into the open market over time, rather than all at once. This allows them to raise money gradually, similar to selling small pieces of a product instead of a large batch. For investors, it means the company can access funding more flexibly, but it may also increase the supply of shares and influence the stock’s price.
Mutual Termination Agreement regulatory
"entered into a Mutual Termination Agreement, pursuant to which the parties mutually agreed to terminate"
reverse stock split financial
"On April 29, 2026, the Company effected a 1-for-200 reverse stock split"
A reverse stock split is when a company reduces the number of its shares outstanding, making each share more valuable. For example, if you own 100 shares worth $1 each, a 1-for-10 reverse split would turn your 100 shares into 10 shares worth $10 each. Companies often do this to boost their stock price and appear more stable to investors.
registration statement on Form S-3 regulatory
"pursuant to the Company’s registration statement on Form S-3, File No. 333-281820"
A registration statement on Form S‑3 is a short, standardized filing a qualified public company uses to register new securities with regulators so they can be sold to investors; think of it as a pre-approved, reusable permission slip that speeds up future offerings. It matters to investors because it lets the company raise money more quickly and cheaply — which can fund growth or pay debt — but may also lead to share dilution or change in ownership, so it affects value and liquidity.
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Learn about SEC filing dates
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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 26, 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 1.02. Termination of a Material Definitive Agreement.

 

As previously disclosed in a Current Report on Form 8-K dated April 2, 2026, Cheetah Net Supply Chain Service Inc., a Delaware corporation (the “Company”), and AC Sunshine Securities LLC (the “Sales Agent”) entered into that certain sales agreement, dated March 31, 2026, by and between the Company and the Sales Agent (the “Sales Agreement”), pursuant to which the Company may offer and sell, from time to time, shares of the Company’s Class A common stock, par value $0.0001 per share, through the Sales Agent in an “at-the-market” offering.

 

On June 26, 2026, the Company and the Sales Agent entered into a Mutual Termination Agreement, pursuant to which the parties mutually agreed to terminate the Sales Agreement, effective as of the close of business on June 26, 2026. The Sales Agreement related to the offer and sale from time to time of shares of the Company’s Class A common stock, par value $0.0001 per share, pursuant to the Company’s registration statement on Form S-3, File No. 333-281820, including the prospectus supplement relating to the offering of shares of Class A common stock pursuant to the Sales Agreement. On April 29, 2026, the Company effected a 1-for-200 reverse stock split of its issued and outstanding shares of common stock. Prior to the effectiveness of the reverse stock split, the Company sold an aggregate of 355,000,000 shares of Class A common stock pursuant to the Sales Agreement, representing 1,775,000 shares of Class A common stock as adjusted to give effect to the reverse stock split. From April 29, 2026 through June 18, 2026, following the effectiveness of the reverse stock split, the Company sold an aggregate of 1,000,000 shares of Class A common stock pursuant to the Sales Agreement. Accordingly, prior to the termination of the Sales Agreement, the Company sold an aggregate of 2,775,000 shares of Class A common stock pursuant to the Sales Agreement, after giving effect to the reverse stock split.

 

As of the termination date, no placement notice under the Sales Agreement remained in effect. The Sales Agent acknowledged that, as of the termination date, no amounts, fees or expenses were due to the Sales Agent from the Company.

 

The foregoing description of the Mutual Termination Agreement is not complete and is qualified in its entirety by reference to the full text of the Mutual Termination 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 9.01. Financial Statements and Exhibits.

 

(d) Exhibits.

 

Exhibit No.   Description
10.1   Mutual Termination Agreement, dated June 26, 2026, by and between Cheetah Net Supply Chain Service Inc. and AC Sunshine Securities LLC.
     
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 29, 2026

 

  Cheetah Net Supply Chain Service Inc.
     
  By: /s/ Huan Liu
    Huan Liu
    Chief Executive Officer, Interim Chief Financial Officer, Director, and Chairman of the Board of Directors

 

 

 

 

FAQ

What agreement did Cheetah Net (CTNT) terminate on June 26, 2026?

Cheetah Net ended its at-the-market sales agreement with AC Sunshine Securities LLC. This agreement had allowed periodic sales of Class A common stock under a Form S-3 shelf registration, and the termination became effective at the close of business on June 26, 2026.

How many Cheetah Net (CTNT) shares were sold under the terminated sales agreement?

Cheetah Net sold an aggregate 2,775,000 Class A common shares under the sales agreement, after giving effect to a 1-for-200 reverse stock split. This total includes shares sold both before and after the reverse split up to June 18, 2026.

What reverse stock split did Cheetah Net (CTNT) implement in April 2026?

On April 29, 2026, Cheetah Net effected a 1-for-200 reverse stock split of its issued and outstanding common shares. As a result, 355,000,000 pre-split Class A shares sold under the agreement equate to 1,775,000 post-split shares for reporting purposes.

Were any fees owed to the sales agent when Cheetah Net (CTNT) ended the agreement?

No. As of the termination date, AC Sunshine Securities LLC acknowledged that no amounts, fees, or expenses were due from Cheetah Net. The company also confirmed that no placement notices under the sales agreement remained in effect at that time.

Under what registration statement were Cheetah Net (CTNT) shares sold in the at-the-market program?

Shares sold under the at-the-market program were issued pursuant to Cheetah Net’s registration statement on Form S-3, File No. 333-281820. A related prospectus supplement covered the offering of Class A common stock through the terminated sales agreement.

What document contains the full Mutual Termination Agreement for Cheetah Net (CTNT)?

The complete Mutual Termination Agreement between Cheetah Net and AC Sunshine Securities LLC is filed as Exhibit 10.1. It is incorporated by reference and provides detailed terms of ending the at-the-market sales arrangement effective June 26, 2026.

Filing Exhibits & Attachments

4 documents