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Big Tree Cloud Holdings Ltd director reports initial status
Big Tree Cloud Holdings Ltd filed an initial ownership report for Ren Guo, who is identified as a director of the company. The Form 3 does not list any specific share holdings or report any buy, sell, or other insider transactions at this time.
Big Tree Cloud Holdings Limited announced that Nasdaq has confirmed the company regained compliance with the exchange's minimum bid price rule. Nasdaq determined the company met the US$1.00 per share minimum for 10 consecutive business days from February 23, 2026 to March 6, 2026.
The company had previously received notice of non-compliance in November 2025 and was given until May 18, 2026 to cure the deficiency. Management states it will continue focusing on its core personal care investment platform in China while accelerating expansion into artificial intelligence and aiming for sustainable long-term growth.
Big Tree Cloud Holdings Limited has implemented a major change to its capital structure, combining a 1-for-20 reverse stock split with the introduction of a dual-class share system. Every 20 ordinary shares were consolidated into one ordinary share with a par value of US$0.002, with no fractional shares issued; any fractions were rounded up to the next whole share, so each holder’s ownership percentage remains largely the same.
Following the consolidation, the authorized share capital remains US$50,000, now divided into 25,000,000 shares, comprising 20,000,000 Class A ordinary shares and 5,000,000 Class B ordinary shares, each with a par value of US$0.002. The Class A ordinary shares are expected to begin trading on the Nasdaq Capital Market at the open of business on February 23, 2026, continuing under the symbol “DSY” with a new CUSIP number G1263B132.
All outstanding options, warrants and other securities that give the right to acquire ordinary shares will be adjusted in line with their existing terms to reflect the share consolidation. Management describes this redesigned capital structure as a key step to support the company’s next phase of growth, combining a higher per-share price with a share class structure intended to provide stability for executing its long-term strategy.
Big Tree Cloud Holdings Limited has delayed its previously approved 1‑for‑20 reverse share split and related corporate actions. These actions, which include a change in par value, a share reclassification, and a CUSIP number change, were expected to become effective on February 12, 2026, but will no longer do so on that date.
The new effective date has not yet been set and will be announced in a future press release. The company, founded in 2020 and focused on capital-driven industrial integration in China’s personal care industry, is also accelerating expansion into an AI business line aimed at meeting growing demand for AI skills.
Big Tree Cloud Holdings Limited has implemented a 1-for-20 reverse share consolidation and adopted a dual-class share structure. Every 20 existing ordinary shares have been combined into one new ordinary share, with fractional positions rounded up to the next whole share, leaving most percentage ownership stakes effectively unchanged.
Following the consolidation, the authorized share capital remains at US$50,000, now divided into 20,000,000 Class A and 5,000,000 Class B ordinary shares, each with a par value of US$0.002. Class A ordinary shares are expected to begin trading on the Nasdaq Capital Market on February 12, 2026 under the symbol “DSY” and new CUSIP G1263B132. The company has amended its memorandum and articles of incorporation accordingly, and all outstanding options, warrants and similar securities will be adjusted under their existing terms.
Big Tree Cloud Holdings Limited reports that shareholders approved major changes to its capital structure and governing documents at an extraordinary general meeting. The company adopted a second amended and restated memorandum and articles of association, replacing its prior constitutional documents.
Shareholders approved a 20‑to‑1 consolidation of ordinary shares, leaving authorised share capital at US$50,000 divided into 25,000,000 ordinary shares with a par value of US$0.002 each, with fractional entitlements rounded up to the next whole share. They also changed the authorised capital into a dual‑class structure of 20,000,000 Class A ordinary shares and 5,000,000 Class B ordinary shares.
Issued shares were re‑designated so that 3,500,000 shares held by Ploutos Group Limited became Class B ordinary shares, and 1,251,873 issued shares held by other shareholders became Class A ordinary shares. Remaining authorised but unissued shares were similarly split between authorised but unissued Class A and Class B ordinary shares, as detailed in the new constitutional documents.
Big Tree Cloud Holdings Ltd received a large shareholder disclosure from Sabby Volatility Warrant Master Fund, Ltd., Sabby Management, LLC, and Hal Mintz. The group reports beneficial ownership of 5,769,988 ordinary shares, representing 6.63% of the class as of the event date. They report shared voting and dispositive power over all of these shares, with no sole voting or dispositive power.
The filers state that the securities were acquired and are held in the ordinary course of business. They also certify that the holdings were not acquired and are not held for the purpose of changing or influencing control of Big Tree Cloud Holdings Ltd, and are not part of any control-related transaction.
Big Tree Cloud Holdings Limited filed an amended foreign issuer report to update previously furnished interim financial information. The company originally provided unaudited interim balance sheet and income statement data for the six months ended December 31, 2024 in a prior Form 6-K. This amendment supplies an updated set of unaudited interim condensed consolidated financial statements and related notes for the six months ended December 31, 2024 and 2023, which are now included as Exhibit 99.1.