false
0001563568
0001563568
2026-07-07
2026-07-07
--12-31
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
Date of report (Date of earliest event reported): July 7, 2026
AZIO AI HOLDINGS, INC.
(Exact Name of Registrant as Specified in Its Charter)
Delaware
(State or Other Jurisdiction of Incorporation)
001-38078 | 46-0774222 |
(Commission File Number) | (IRS Employer Identification No.) |
7510 Ardmore Street | |
Houston, TX | 77054 |
(Address of Principal Executive Offices) | (Zip Code) |
(870) 970-3355
(Registrant’s Telephone Number, Including Area Code)
Not Applicable
Envirotech Vehicles, Inc.
(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 |
Common stock, $0.00001 par value | AZIO | 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 or Rule 12b-2 of the Securities Exchange Act of 1934.
Emerging growth company ☐
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 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.
On July 9, 2026, Envirotech Vehicles, Inc., a Delaware corporation (the “Company”), filed with the Secretary of State of the State of Delaware a Certificate of Amendment to the Company’s Amended and Restated Certificate of Incorporation, as amended (the “Certificate of Amendment”), to change its corporate name to “Azio AI Holdings, Inc.” (the “Name Change”), which was effective upon filing. Pursuant to Delaware law, a stockholder vote was not necessary to effectuate the Name Change, and the Name Change does not affect the rights of the Company’s stockholders.
In connection with the Name Change, the Company’s common stock, which trades on The Nasdaq Capital Market under the symbol “EVTV”, is expected to commence trading under the symbol “AZIO”, effective at the open of trading on July 13, 2026.
The Company’s Board of Directors (the “Board”) also amended and restated the Company’s Amended and Restated Bylaws to reflect the Name Change (the “Second Amended and Restated Bylaws”) to be effective as of the effective time of the Certificate of Amendment.
Copies of the Certificate of Amendment and the Second Amended and Restated Bylaws reflecting the Name Change are filed as Exhibits 3.1 and 3.2, respectively, to this Current Report on Form 8-K and are incorporated herein by reference.
Item 7.01 Regulation FD Disclosure.
On July 9, 2026, the Company issued a press release announcing the Name Change and certain other business developments. A copy of this press release is filed as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.
On July 10, 2026, the Company issued a press release announcing the change of its ticker symbol to "AZIO", effective as of July 13, 2026. A copy of this press release is filed as Exhibit 99.2 to this Current Report on Form 8-K and is incorporated herein by reference.
The information set forth under Item 7.01 of this Current Report on Form 8-K, including Exhibits 99.1 and 99.2 hereto, is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of such section. The information in Item 7.01 of this Current Report on Form 8-K, including Exhibits 99.1 and 99.2 hereto, shall not be incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Exchange Act, regardless of any incorporation by reference language in any such filing, except as expressly set forth by specific reference in such a filing. This Current Report on Form 8-K will not be deemed an admission as to the materiality of any information in this Current Report on Form 8-K that is required to be disclosed solely by Regulation FD.
Item 8.01 Other Events.
On July 7, 2026, the Board appointed Chris Young, the Company’s Chief Executive Officer and a current director of the Company, as Chairman of the Board effective immediately.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
Exhibit | Description |
3.1 | Certificate of Amendment to Amended and Restated Certificate of Incorporation, effective July 9, 2026 |
3.2 | Second Amended and Restated Bylaws, dated as of July 9, 2026 |
99.1 | Press release of Azio AI Holdings, Inc., dated as of July 9, 2026 |
99.2 | Press Release of Azio AI Holdings, Inc., dated as of July 10, 2026. |
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.
| AZIO AI HOLDINGS, INC. | |
| | | |
Date: July 10, 2026 | By: | /s/ Jason Maddox | |
| | Jason Maddox | |
| | Chief Financial Officer | |
Exhibit 99.1
EVTV Files Corporate Name Change to Azio AI Following Completed Merger;
Announces $27.9 Million AI Infrastructure Hosting Agreement with Power
Champion, Scalable to 12 MW Under Contracted Expansion Rights
Agreement establishes the Company's first long-term contracted AI hosting relationship — initial 3.1 MW GPU deployment expected to generate approximately $27.9 million in capacity reservation charges, with expansion rights up to 12 MW representing a potential total contract value of approximately $100 million
HOUSTON, July 09, 2026 –– Envirotech Vehicles, Inc. (NASDAQ: EVTV) (“EVTV” or the “Company”) today announced that its corporate name change to Azio AI, Inc. has been filed and becomes effective Friday, July 10, 2026, with the corresponding ticker symbol change pending confirmation — completing the Company's transformation into a dedicated AI infrastructure platform following the closing of the Azio AI merger. The Company also announced that it has entered into a power purchase and AI infrastructure hosting agreement with Power Champion Investment Limited (“Power Champion”) representing an expected total of approximately $27.9 million in capacity reservation charges over the initial contract term and establishing the Company's first long-term contracted AI hosting relationship.
Corporate Name Change to Azio AI, Inc.
Following the closing of the Company's merger with Azio AI, the Company has filed to formally change its corporate name from Envirotech Vehicles, Inc. to Azio AI, Inc. The name change will become effective on Friday, July 10, 2026. The corresponding change to the Company's ticker symbol remains subject to confirmation, and the Company will announce the new ticker symbol and its effective trading date, together with any related CUSIP updates, promptly upon receipt of confirmation. Until that time, the Company's common stock will continue to trade on Nasdaq under the symbol “EVTV.” Management believes the new corporate identity reflects the Company's strategic evolution into an integrated AI infrastructure platform spanning AI data center development, enterprise GPU compute, digital power solutions and infrastructure services.
$27.9 Million AI Infrastructure Hosting Agreement
Power Champion has placed an initial deposit under the agreement, and the Company expects to provide approximately 3.1 megawatts (MW) of contracted hosting capacity, together with power delivery, fiber connectivity, remote operations, technical support and related infrastructure services. The agreement also provides Power Champion with expansion rights that could increase the deployment to as much as 12 MW, subject to future customer requirements, site availability, infrastructure readiness and the terms of the agreement.
Based on the initial contracted capacity, the Company expects the agreement to generate approximately $27.9 million in capacity reservation charges over the initial contract term, before electricity sales and additional infrastructure services. If Power Champion exercises its expansion rights in full and the deployment is increased to 12 MW, the Company estimates the total potential contract value could increase to approximately $100 million, before electricity sales and additional infrastructure services; however, no assurance can be given that any expansion rights will be exercised or that any additional capacity will be deployed. Additional terms of the agreement will be described in a Current Report on Form 8-K to be filed with the Securities and Exchange Commission.
Building the Infrastructure That Enables AI
Artificial intelligence is no longer defined solely by advances in software or computing hardware. As enterprise adoption accelerates, organizations increasingly require the power, connectivity, hosting, operational support, and digital infrastructure necessary to deploy AI reliably and at scale. Management believes artificial intelligence is creating one of the largest digital infrastructure investment opportunities of the coming decade as enterprise demand shifts from computing hardware alone toward fully integrated infrastructure capable of supporting AI at scale.
The Company is positioning its business to meet that demand by integrating AI hosting, digital power, enterprise GPU compute, high-performance data center infrastructure, fiber connectivity, and managed technical services into a unified commercial offering designed to generate long-term recurring revenue. The Power Champion agreement represents an important step in executing that strategy.
Artificial intelligence may be powered by software. It is enabled by infrastructure. The Company — soon to operate as Azio AI, Inc. — is building the infrastructure businesses need to deploy AI reliably, efficiently, and at enterprise scale.
Strategic Highlights
Strategic Advantage | Strategic Impact |
Corporate Name Change to Azio AI, Inc. | Filed and effective Friday, July 10, 2026, unifying the Company's identity around its AI infrastructure platform; ticker symbol change pending confirmation. |
First Long-Term Contracted AI Hosting Relationship | Establishes long-term contracted recurring revenue visibility and demonstrates commercial execution of the Company's AI infrastructure strategy. |
Initial 3.1 MW Deployment | Power Champion to host GPU infrastructure at a Company data center site, converting available power and site capacity into contracted revenue. |
Approximately $27.9 Million Initial Reservation Revenue Opportunity | Expected reservation revenue over the initial contract term, before electricity sales and additional infrastructure services. |
Expansion Rights to 12 MW | Provides embedded opportunity for future organic growth; if exercised in full, estimated total potential contract value of approximately $100 million, before electricity sales and additional infrastructure services. No assurance can be given that any expansion rights will be exercised. |
Multiple Recurring Revenue Streams | Revenue opportunities include hosting, power delivery, fiber connectivity, remote operations, technical support, and infrastructure services. |
Initial Customer Deposit Received | Reflects customer commitment and commercial execution. |
Building a Recurring AI Infrastructure Revenue Platform
The Power Champion agreement represents more than a single customer deployment. It demonstrates the Company's strategy of converting digital infrastructure assets into long-term contracted revenue through enterprise AI hosting, power delivery, connectivity, and infrastructure services — expanding beyond GPU-related equipment sales into recurring AI infrastructure, power and data center operations. Rather than competing within a single segment of the AI value chain, the Company is building an integrated AI infrastructure business designed to support enterprise customers across multiple infrastructure requirements while creating diversified, long-term recurring revenue opportunities.
Management believes this commercial model strengthens customer relationships, improves infrastructure utilization, and establishes a framework for future expansion as enterprise demand for AI infrastructure continues to grow. The Company expects the Power Champion agreement to serve as a foundation for additional customer deployments as it expands its AI infrastructure footprint under the Azio AI name. Future deployments remain subject to customer demand, available site capacity, infrastructure readiness, financing, regulatory requirements and other customary business conditions.
Management Commentary
“Artificial intelligence is transforming industries around the world, but AI cannot scale without the infrastructure required to support it,” said Chris Young, Chief Executive Officer. “This is a defining moment for our company. With the merger complete and our name change to Azio AI, Inc. taking effect this Friday, we are unifying our identity around the business we are building: a scalable AI infrastructure platform. Announcing our first long-term contracted AI hosting relationship — an approximately $27.9 million agreement — at the same time demonstrates that this strategy is already converting into contracted, recurring revenue.”
“Power Champion's commitment and deposit reflect growing demand for reliable AI infrastructure capacity,” Mr. Young continued. “In addition to supplying GPU systems, we are developing long-term recurring revenue through hosting, power and infrastructure services. Our objective is to convert available power and site capacity into recurring contracted revenue while building a platform that can scale with enterprise GPU deployments over time.”
About Envirotech Vehicles, Inc.
Envirotech Vehicles, Inc. (Nasdaq: EVTV) is a technology infrastructure company focused on developing, owning, and operating artificial intelligence data centers, enterprise GPU compute infrastructure, digital power solutions, and digital asset mining operations. Following its acquisition of Azio AI, the Company operates an integrated AI infrastructure business encompassing AI data center development, the sale and distribution of enterprise GPU systems and server infrastructure, high-performance computing solutions, power hosting, and strategic technology investments, serving enterprise and institutional customers across domestic and international markets. Through this diversified AI infrastructure strategy, the Company is positioned to capitalize on the rapidly expanding global demand for AI infrastructure, compute capacity, digital power, and next-generation AI technologies.
For more information please visit: www.azioai.ai and for potential partnerships contact: AI@PhoenixMGMTconsulting.com
Forward-Looking Statements
This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. In some cases, you can identify forward-looking statements by words such as “may,” “will,” “could,” “expect,” “anticipate,” “believe,” “estimate,” “project,” “intend,” “continue,” “potential,” “ongoing,” or the negative of these terms or other comparable terminology, although not all forward-looking statements contain these words. Forward-looking statements include statements regarding the anticipated effectiveness and timing of the Company's corporate name change and the anticipated timing and confirmation of any related ticker symbol or CUSIP updates; the expected capacity, revenue, reservation charges and services under the Power Champion agreement, including any exercise of expansion rights; the Company's ability to capitalize on accelerating demand for AI infrastructure, enterprise GPU compute, digital power solutions, data center development, and digital asset infrastructure; the Company's plans to continue expanding its digital infrastructure platform through AI data center development, enterprise GPU compute solutions, power hosting services, digital asset mining operations, strategic infrastructure investments, and additional commercial partnerships; the Company's ability to maximize utilization of its power resources while creating multiple long-term revenue opportunities; the ability to continue deploying modular digital infrastructure at the Company's South Texas site; the anticipated deployment and scaling of NVIDIA B200 and B300 GPU systems; the ability to advance and execute against the Company's commercial infrastructure pipeline; the anticipated development of the Company's footprint; the ability to monetize power assets across multiple complementary revenue streams, including AI data centers, enterprise compute infrastructure, power hosting, and digital asset mining operations; customer demand for AI infrastructure, enterprise compute, and digital infrastructure; the Company's ability to build a scalable platform designed to serve that demand and create long-term shareholder value; and the Company's broader business strategy and long-term growth objectives.
These statements are based on current expectations and assumptions that involve risks and uncertainties that could cause actual results to differ materially. Most of these factors are outside the Company's control and are difficult to predict. Factors that may affect actual results include, but are not limited to, the risk that the name change or the related ticker symbol change does not become effective on the anticipated timeline or at all, the Company's limited operating history within AI infrastructure and compute operations, project scope, engineering challenges, supply chain constraints, installation timelines, energy availability, finalization of site usage rights, regulatory considerations, equipment performance, ability to raise capital required for expansion activities, changes in digital asset markets, evolving compute demand, market conditions, the Company's ability to successfully integrate the combined business following the completion of the merger, the risk that the anticipated benefits and synergies of the merger are not realized, the risk of unexpected costs, charges, or expenses resulting from or relating to the merger, potential adverse reactions or changes to business relationships resulting from the completion of the merger, risks related to the diversion of management's attention from ongoing business operations during the post-closing integration period, the risk that required stockholder approval for the conversion of preferred stock issued in the merger as required by rules of The Nasdaq Stock Market LLC (the “Conversion Proposal”) is not obtained, and additional risks and uncertainties described in the Company's most recent Annual Report on Form 10-K and subsequent Quarterly Reports on Form 10-Q filed with the SEC, which are available at www.sec.gov. The Company undertakes no obligation to update forward-looking statements except as required by law.
PR/Marketing & Global Partnerships Contact:
Phoenix MGMT & Consulting
Press@PhoenixMGMTConsulting.com
888-228-0122
Exhibit 99.2
Azio AI Holdings, Inc. (Nasdaq: EVTV) to Begin Trading Under New Ticker Symbol
“AZIO”, Completing Corporate Rebrand
Milestone follows receipt of initial deposits under the Company’s $27.9 million AI infrastructure
agreement with Power Champion, scalable to $100 million
HOUSTON, TX – July 10, 2026 – Azio AI Holdings, Inc. (Nasdaq: EVTV) (the “Company”) today announced that its common stock will begin trading under the new ticker symbol “AZIO” on The Nasdaq Capital Market at the open of trading on Monday, July 13, 2026. The ticker symbol change completes the Company’s corporate rebrand from EVTV to Azio AI Holdings, Inc., which became effective today, July 10, 2026.
The new symbol marks the final step in the Company’s transformation into a dedicated artificial intelligence infrastructure platform. Over the past several months, the Company completed its merger with Azio AI Corporation, adopted the Azio AI Holdings, Inc. corporate name, and consolidated its operations around AI data center development, enterprise GPU compute, and digital power solutions. With the ticker change, the Company’s market identity is now fully aligned with its AI infrastructure strategy.
“The AZIO ticker is the final marker of our transformation,” said Chris Young, Chief Executive Officer and Chairman of Azio AI Holdings, Inc. “The company that begins trading under AZIO on Monday is a focused AI infrastructure platform with contracted capacity, initial deposits in hand, and a strategy built for scale. Our new name and symbol reflect exactly what we are building – and the pace at which we intend to build it.”
The ticker change follows the Company’s announcement on July 9, 2026 of its $27.9 million AI infrastructure agreement with Power Champion Investment Limited, a capacity reservation that is scalable to $100 million as deployment expands. The Company has received initial deposits under the agreement, underscoring counterparty commitment and the Company’s continued execution against its AI infrastructure pipeline.
No action is required by current securityholders in connection with the ticker symbol change. Shares held in book-entry form or through a bank, broker, or other nominee will automatically reflect the new symbol. The Company’s common stock will remain listed on The Nasdaq Capital Market, and the change will not affect the Company’s capital structure, CUSIP, or the rights of securityholders.
About Azio AI Holdings, Inc.
Azio AI Holdings, Inc. (Nasdaq: EVTV; trading as “AZIO” effective July 13, 2026) is a technology infrastructure company focused on developing, owning, and operating artificial intelligence data centers, enterprise GPU compute infrastructure, digital power solutions, and digital asset mining operations. The Company operates an integrated AI infrastructure business encompassing AI data center development, the sale and distribution of enterprise GPU systems and server infrastructure, high-performance computing solutions, power hosting, and strategic technology investments, serving enterprise and institutional customers across domestic and international markets. Through this diversified AI infrastructure strategy, the Company is positioned to capitalize on the rapidly expanding global demand for AI infrastructure, compute capacity, digital power, and next-generation AI technologies.
For more information please visit: www.azioai.ai and for potential partnerships contact: AI@PhoenixMGMTconsulting.com
Forward-Looking Statements
This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. In some cases, you can identify forward-looking statements by words such as “may,” “will,” “could,” “expect,” “anticipate,” “believe,” “estimate,” “project,” “intend,” “continue,” “potential,” “ongoing,” or the negative of these terms or other comparable terminology, although not all forward-looking statements contain these words. Forward-looking statements include statements regarding the anticipated timing and effectiveness of the ticker symbol change, the Company’s AI infrastructure agreement with Power Champion Investment Limited, including the potential expansion of capacity thereunder, and the Company’s strategy, pipeline, and growth prospects. These statements are based on current expectations and assumptions that involve risks and uncertainties that could cause actual results to differ materially. Most of these factors are outside the Company’s control and are difficult to predict. Factors that may affect actual results include, but are not limited to, the risk that the ticker symbol change does not become effective on the anticipated timeline or at all, the risk that the AI infrastructure agreement is not expanded or fully performed on the anticipated terms or at all, the Company’s limited operating history within AI infrastructure and compute operations, and additional risks and uncertainties described in the Company’s most recent Annual Report on Form 10-K and subsequent Quarterly Reports on Form 10-Q filed with the SEC, which are available at www.sec.gov. The Company undertakes no obligation to update forward-looking statements except as required by law.
PR/Marketing & Global Partnerships Contact:
Phoenix MGMT & Consulting
Press@PhoenixMGMTConsulting.com
888-228-0122