Welcome to our dedicated page for Earlyworks SEC filings (Ticker: ELWS), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
The Earlyworks Co., Ltd. (ELWS) SEC filings page on Stock Titan provides access to the company’s reports as a foreign private issuer, including its current reports on Form 6-K. These documents offer detailed information about Earlyworks’ blockchain business activities, capital structure, governance changes, and interactions with The Nasdaq Stock Market.
Through its 6-K filings, Earlyworks discloses Nasdaq listing and compliance matters, such as staff determination letters regarding deficiencies in the Market Value of Listed Securities requirement, extensions granted by a Nasdaq Hearings Panel to regain compliance under the stockholders’ equity standard, and the subsequent notification that the company had regained compliance with Nasdaq Listing Rule 5550(b)(1). These filings explain the conditions attached to continued listing and the monitoring period that follows.
ELWS filings also describe financing and investment agreements, including private placements of pre-funded warrants and ordinary warrants to purchase American Depositary Shares, investment agreements with non-U.S. investors for ordinary shares, and related placement agency and registration rights arrangements. Investors can review terms such as exercise prices, beneficial ownership limitations, and use of proceeds.
Corporate governance and shareholder matters appear in filings that cover extraordinary general meetings of shareholders, proposed share issuances, voting outcomes on resolutions, and the appointment or resignation of directors. These documents outline how Earlyworks seeks authorization for potential share issuances connected to possible acquisitions and how shareholders voted on director candidates and amendments to articles of incorporation.
Stock Titan’s interface surfaces these ELWS filings with AI-powered summaries that highlight the key points from each document, helping users quickly understand complex legal and financial language. Real-time updates from EDGAR, combined with structured access to Forms 6-K and related exhibits, allow investors to monitor Earlyworks’ regulatory disclosures, capital transactions, and governance developments without manually parsing every page.
Perpetuals.com Ltd completed its acquisition of Perpetual Markets Ltd. and rebranded from Earlyworks Co., Ltd., with its Nasdaq ticker changing to PDC. The company paid US$3.5 million upfront, with a further US$11.5 million to be satisfied through cash from warrant exercises, up to US$7.5 million, and proceeds from a future capital raise, whose terms will be agreed later under conditions in the share exchange agreement.
Transfer of the equity consideration will be finalized once Perpetual confirms no outstanding tax liabilities and required approvals are obtained under Japan’s Foreign Exchange and Foreign Trade Act. The company also adopted a co-chief executive officer structure, appointing Patrick Gruhn as co-CEO alongside current CEO Satoshi Kobayashi, and added Matthew Nicoletti as an independent director and chair of the Compensation Committee.
The combined business focuses on Kronos X®, a blockchain-based exchange and settlement platform designed for regulated venues and tokenized products, aiming to bridge traditional finance and crypto derivatives within the large global derivatives market.
Perpetuals.com Ltd, formerly Earlyworks Co., Ltd., reports that shareholders approved all proposals at an extraordinary general meeting held on January 16, 2026. Resolutions included issuing shares and conditional Series P shares to acquire 100% of Perpetual Markets Ltd., issuing share options for future financing, amending the articles of incorporation, electing two directors, and setting director remuneration.
The amendments change the company name to Perpetuals.com Ltd and increase and restructure authorized share capital, including creation of Series P shares. The name change and a ticker change from ELWS to PDC both became effective on January 20, 2026. The acquisition of Perpetual Markets and related share issuances remain subject to customary closing conditions, including completion of due diligence. Shareholder turnout was 9,648,560 votes, or about 63.26% of votes exercisable as of October 30, 2025, with strong support for each item.
Earlyworks Co., Ltd. entered into a digital marketing management agreement with Oncore Network LLC, effective January 1, 2026. Oncore will run digital advertising, investor relations content, media coordination, and marketing analytics for Earlyworks, including managing third-party newsletter publishers, media outlets, and other vendors.
Oncore will receive a monthly management fee of $15,000 plus a 10% processing and administration fee on third-party vendor costs. The engagement runs through December 31, 2026, and either party can terminate with 30 days’ written notice. All communications must comply with U.S. securities laws and stock exchange rules, and Oncore will not receive any equity compensation under this agreement.
Earlyworks Co., Ltd. is convening an extraordinary general meeting of shareholders in Tokyo, Japan on January 16, 2026. Holders of both ordinary shares and American Depositary Shares have been sent a meeting notice, detailed information and a proxy card so they can review the proposals and submit voting instructions.
The agenda items are designed to authorize potential future share issuances that may be used in connection with a possible acquisition of Perpetual Markets Ltd., following completion of due diligence. The proposals do not ask shareholders to approve the acquisition itself at this stage. The company plans to submit another report to the U.S. Securities and Exchange Commission once definitive agreements for the proposed acquisition are executed.
Earlyworks Co., Ltd. has registered for resale up to 6,943,848 American Depositary Shares (ADSs), each representing five ordinary shares, that may be issued on exercise of warrants from two 2025 private placements. These ADSs will be sold from time to time by existing investors and placement agents, and Earlyworks will not receive proceeds from any resale of the shares covered by this prospectus.
The underlying exercisable securities include prefunded, ordinary and placement agent warrants with exercise prices of $0.0005, $2.72 and $2.08 per ADS. If all such securities are exercised for cash, the company estimates it would receive approximately $9,543,366.08, which it plans to use for acquiring a target company, working capital and other general corporate purposes. Earlyworks is a Japan-based blockchain technology company that reported fiscal 2025 revenue of approximately JPY440.4 million (US$3.1 million) and a net loss of JPY256.7 million (US$1.8 million).
There were 15,252,852 ordinary shares outstanding as of the prospectus date; this is a baseline figure, not the amount being registered for resale.
Earlyworks Co., Ltd. has filed a Form F-1 to register the resale of up to 6,943,848 American Depositary Shares (ADSs), each representing five ordinary shares, issued or issuable from 2025 private placement warrants. In total, these ADSs correspond to 34,719,240 ordinary shares that selling shareholders may sell over time on Nasdaq or in private transactions.
The company will not receive proceeds from any resale of these ADSs, but could receive up to $9,543,366.08 if all prefunded, ordinary, and placement agent warrants are exercised for cash. It plans to use any such warrant exercise proceeds for acquiring a target company, working capital, and general corporate purposes.
Earlyworks is a Japan-based blockchain technology company whose revenue grew to approximately JPY440.4 million (US$3.1 million) in the fiscal year ended April 30, 2025, though it recorded a net loss of about JPY256.7 million (US$1.8 million). The ADSs trade on the Nasdaq Capital Market under the symbol “ELWS,” and the company highlights risks including potential share price volatility, dilution from additional issuances, and its history of losses.
Earlyworks Co., Ltd. reported the results of an extraordinary shareholder meeting and a new capital raise linked to its October private placement. Shareholders rejected two share-issuance proposals (items 1 and 2) that were intended to acquire 100% of PrimeDelta Corp., but approved warrant-related items, two director elections, and amendments to the Articles of Incorporation. Turnout was 9,654,045 votes, about 64.03% of exercisable votes as of August 15, 2025.
The company also completed a second closing of its October Offering, issuing pre-funded warrants to purchase up to 1,000,000 ADSs at an exercise price of $0.0005 per ADS and ordinary warrants to purchase up to 1,000,000 ADSs at $2.72 per ADS, for an aggregate purchase price of $2,080,000. Placement agent representatives received warrants to purchase up to 40,000 ADSs at $2.08 per ADS and an 8% cash fee on the gross proceeds of the second closing. Jason D. Sawyer and Michael Hilmer were appointed independent directors, effective November 15, 2025.
Earlyworks Co., Ltd. (ELWS) regained compliance with Nasdaq Listing Rule 5550(b)(1), which requires stockholders’ equity of at least $2.5 million. Nasdaq confirmed the company is now in full compliance with all criteria for continued listing on the Nasdaq Capital Market.
The company will be under a Mandatory Panel Monitor until November 11, 2026. If it falls out of compliance with the equity requirement during this period, the Staff would issue a Delist Determination Letter without a cure period; the company could request a new hearing with the Nasdaq Hearings Panel.
Earlyworks Co., Ltd. (ELWS) announced that independent director Kiyomitsu Takayama resigned effective November 1, 2025. The company states Mr. Takayama cited personal reasons and indicated the decision was not due to any disagreement with the company’s operations, policies, or practices.
The report was signed by Satoshi Kobayashi, Chief Executive Officer, Interim Chief Financial Officer and Representative Director, confirming the leadership team’s acknowledgment of the change in board composition.
Earlyworks Co., Ltd. (ELWS) announced an extraordinary general meeting of shareholders to be held in Tokyo on November 14, 2025. The company has sent notices and voting instructions to holders of its ordinary shares and American Depositary Shares, with the meeting materials furnished as Exhibit 99.1 (notice) and Exhibit 99.2 (proxy card).
The agenda does not seek approval for the acquisition of PrimeDelta Corp. Instead, it asks shareholders to authorize potential share issuances that may be used in connection with a possible future acquisition, subject to the completion of due diligence on PrimeDelta Corp. and execution of a definitive agreement. This approach preserves flexibility while making clear that any acquisition decision remains contingent on these conditions.