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 June 2026
Commission File Number: 001-40008
E-Power Inc.
Room 703, West Zone, R&D Building
Zibo Science and Technology Industrial Entrepreneurship Park, No. 69 Sanying Road
Zhangdian District, Zibo City, Shandong Province
People’s Republic of China
(Address of principal executive offices)
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 ☒
Form 40-F ☐
INFORMATION CONTAINED IN THIS FORM 6-K REPORT
Entry Into a Material Definitive Agreement
On May 21, 2026, E-Power Inc., an exempted company
with limited liability formed in the Cayman Islands (the “Company”), entered into certain securities purchase agreements (the
“Purchase Agreements”) with three purchasers (collectively, the “Purchasers”), pursuant to which the Company agreed
to issue and sell, in a registered direct offering (the “Registered Direct Offering”), 3,600,000 Class A ordinary shares of
the Company, par value $0.0001 per share (each a “Share,” and collectively, the “Shares”). The purchase price
for each Share was $0.55.
As of the date of this report, the Registered
Direct Offering has not yet been consummated. The Company expects to receive approximately $1,980,000 in gross proceeds from the Registered
Direct Offering, before deducting estimated offering expenses. The Company intends to use the net proceeds from the Registered Direct
Offering for working capital and general corporate purposes.
The Purchase Agreements contain customary representations,
warranties, and agreements by the Company, customary conditions to closing, other obligations of the parties, and termination provisions.
The foregoing summary of the Purchase Agreements
does not purport to be complete and is subject to, and qualified in its entirety by such document filed as Exhibit 10.1 hereto and incorporated
by reference herein.
This report shall not constitute an offer to sell
any securities or a solicitation of an offer to buy any securities, nor shall there be any sale of any securities in any state or jurisdiction
in which such an offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any
such state or jurisdiction.
Nasdaq Minimum Bid Price Deficiency Letter
On May 20, 2026, the Company received a written
notification (the “Notification Letter”) from the Nasdaq Stock Market LLC (“Nasdaq”), notifying the Company that
it is not in compliance with the minimum bid price requirement set forth in the Nasdaq Listing Rules for continued listing on Nasdaq.
A copy of the press release issued on May 22, 2026 announcing the receipt of the Notification Letter is filed as Exhibit 99.1 hereto.
Forward-Looking Statements
This report contains forward-looking statements
within the meaning of the “safe harbor” provisions of the Private Securities Litigation Reform Act of 1995 and other Federal
securities laws. All statements other than statements of historical facts included in this report are forward-looking statements. Forward-looking
statements are neither historical facts nor assurances of future performance. Instead, they are based only on the Company’s current
beliefs, expectations, and assumptions regarding the future of its business, future plans and strategies, projections, anticipated events
and trends, the economy and other future conditions. Because forward-looking statements relate to the future, they are subject to inherent
uncertainties, risks, and changes in circumstances that are difficult to predict and many of which are outside of the Company’s
control. The Company’s actual results and financial condition may differ materially from those indicated in the forward-looking
statements. Therefore, you should not rely on any of these forward-looking statements. Important factors that could cause our actual results
and financial condition to differ materially from those indicated in the forward-looking statements include the risks and uncertainties
described in the Company’s annual report on Form 20-F for the year ended December 31, 2025, filed with the U.S. Securities and Exchange
Commission (the “Commission”) on May 15, 2026, and the Company’s other filings with the Commission. The Company undertakes
no obligation to publicly update any forward-looking statement, whether written or oral, that may be made from time to time, whether as
a result of new information, future developments, or otherwise.
EXHIBIT INDEX
| Exhibit No. |
|
Description |
| 10.1 |
|
Form of Purchase Agreement |
| 99.1 |
|
E-Power Inc. Announces Receipt of Nasdaq Notification Regarding Minimum Bid Price Deficiency |
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 authorized.
| |
E-Power Inc. |
| |
|
|
| Date: June 9, 2026 |
By: |
/s/ Haiping Hu |
| |
Name: |
Haiping Hu |
| |
Title: |
Chief Executive Officer |
Exhibit 99.1
E-Power Inc. Receives Nasdaq Notification Regarding Minimum Bid
Price Deficiency
DOVER, USA, May 22, 2026 (GLOBE NEWSWIRE) -- E-Power Inc. (the
“Company”, “we” or “our”) (NASDAQ: EPOW) today announced that the Company received a written notification
(the “Notification Letter”) from the Nasdaq Stock Market LLC (“Nasdaq”) on May 20, 2026, notifying the Company
that it is not in compliance with the minimum bid price requirement set forth in the Nasdaq Listing Rules for continued listing on Nasdaq.
Nasdaq Listing Rule 5550(a)(2) requires listed securities to maintain
a minimum bid price of US$1.00 per share, and Nasdaq Listing Rule 5810(c)(3)(A) provides that a failure to meet the minimum bid price
requirement exists if the deficiency continues for a period of 30 consecutive business days. Based on the closing bid price of the Company’s
Class A ordinary shares for the 30 consecutive business days from April 8, 2026 to May 19, 2026, the Company no longer meets the minimum
bid price requirement.
The Notification Letter does not impact the Company’s listing
on the Nasdaq Capital Market at this time. In accordance with Nasdaq Listing Rule 5810(c)(3)(A), the Company has been provided 180 calendar
days, or until November 16, 2026, to regain compliance with Nasdaq Listing Rule 5550(a)(2). To regain compliance, the Company’s
Class A ordinary shares must have a closing bid price of at least US$1.00 for a minimum of 10 consecutive business days. In the event
the Company does not regain compliance by November 16, 2026, the Company may be eligible for additional time to regain compliance or may
face delisting.
The Company’s business operations are not affected by the receipt
of the Notification Letter. The Company intends to monitor the closing bid price of its Class A ordinary shares and may, if appropriate,
consider implementing available options, including, but not limited to, implementing a reverse share split of its outstanding Class A
ordinary shares, to regain compliance with the minimum bid price requirement under the Nasdaq Listing Rules.
About E-Power Inc.
E-Power Inc., through its joint venture, is
engaged in the manufacturing and sale of graphite anode material for lithium-ion batteries. The Company’s joint venture has
completed the construction of a manufacturing facility with a production capacity of 50,000 tons. The plant runs on inexpensive
electricity from renewable sources, which helps to make E-Power a low-cost and low–environmental-impact producer of graphite
anode material. Mr. Haiping Hu, the founder and CEO of the Company, is a major pioneer for the graphite anode industry in the world
starting from 1999. The Company’s management team is also composed of experts with years of experiences and strong
track-records of success in the graphite anode industry. For further information, please visit the Company’s website
at www.sunrisenewenergy.com.
Forward-looking statement
Certain statements in this press release regarding the Company’s
future expectations, plans, and prospects constitute forward-looking statements as defined by Private Securities Litigation Reform Act
of 1995. Forward-looking statements include statements about plans, goals, objectives, strategies, future events, expected results, assumptions
and any other factual statements that have not occurred. Any words that refer to “may,” “will,” “want,”
“should,” “believe,” “expect,” “expect,” “estimate,” “estimate,”
or similar non-factual words, shall be regarded as forward-looking statements. Due to various factors, the actual results may differ materially
from the historical results or the contents expressed in these forward-looking statements. These factors include, but are not limited
to, the Company’s strategic objectives, the Company’s future plans, market demand and user acceptance of the Company’s
products or services, technological updates, economic trends, the Company’s reputation and brand, the impact of industry competition,
relevant policies and regulations, China’s macroeconomic conditions, international market conditions, and other related risks and
assumptions. In view of the above and other related reasons, we advise investors not to blindly rely on these forward-looking statements,
and we urge investors to visit the website of the United States Securities and Exchange Commission to review the Company’s filings
for other factors that may affect the Company’s future operating results. The Company is under no obligation to make public amendments
to changes in these forward-looking statements due to specific events or reasons unless required by law.
For more information, please contact:
The Company: IR Department
Email: IR@sunrisenewenergy.com
Phone: +1 4084890472