Focus Unvl Inc SEC Filings

Focus Universal (FCUV) announced the closing of $10,000,000 in preferred equity. The company completed a private placement of 750,000 shares of Series A Convertible Preferred Stock for $3,000,000 at $4.00 per share, led by Chairman Edward Lee. Each Series A share is convertible into 1.1 shares of restricted common stock, carries voting rights on an as‑converted basis, ranks senior to common in liquidation, and has no redemption rights.

The company also entered into a private placement of up to $7,000,000 (or 8,236 shares) of Series B Convertible Preferred Stock at $850.00 per share, reflecting a 15% original issuance discount. Funding is staged: $3,000,000 at closing; $1,000,000 upon filing an S‑1 and an information statement; and $3,000,000 within two business days after SEC effectiveness and Rule 14c‑2 effectiveness. Series B has no voting rights, ranks senior to common, includes conversion price protection, a 4.99% beneficial ownership cap, and six‑month participation rights up to 30% of subsequent financings. Executives and 5% holders agreed to a lock‑up through December 29, 2025.

Focus Universal Inc. (FCUV) announced stockholder approvals by written consent to expand capital flexibility, authorize potential financings, and permit a reverse split. The company will amend and restate its articles to authorize 1,000,000,000 shares of common stock and 100,000,000 shares of preferred stock, effective upon filing after the 20‑day notice period. Stockholders also approved the potential issuance of up to $250 million (or up to 250 million shares) of securities in one or more non‑public offerings, at up to a 30% discount, within 90 days. A reverse stock split of up to 200‑to‑1 may be effected at the Board’s discretion within one year.

The company frames the financings as support for a potential digital asset treasury strategy and general corporate needs. As context, 7,386,705 shares of common stock were outstanding as of October 2, 2025. FCUV also disclosed recently closed preferred equity: $3,000,000 of Series A Preferred (750,000 shares at $4.00) and up to $7,000,000 of Series B Preferred via staged closings tied to an S‑1 becoming effective and this information statement’s effectiveness. The filing discusses Nasdaq compliance considerations, including prior bid‑price actions and a Market Value of Listed Securities deficiency with a December 29, 2025 compliance date.

Focus Universal (FCUV) insider Edward Lee filed an amended Form 5 for the fiscal year ended 12/31/2024. He reports beneficial ownership of 1,182,000 shares, comprising 481,830 shares held directly and 700,170 shares held indirectly.

Lee is listed as a Director and 10% Owner. Reported activity includes journal entries and transfers among direct holdings and affiliated foundations, such as on 01/02/2024 (J codes) moving 4,000,000 shares between direct ownership and the Lee Gu Private Foundation at $15, and an A code acquisition of 1,000,000 shares on 09/23/2024 at $3.3. Earlier entries in 2022 show foundation-related adjustments at prices around $89.8–$90.3333.

The reported share amounts reflect corporate actions: a 1.5‑for‑1 forward split on 03/23/2023 and a 1‑for‑10 reverse split effective 01/31/2025, which affect the share counts presented in this statement.

Focus Universal, Inc. disclosed the entry into a material definitive agreement: an At the Market Sales Agreement dated September 22, 2025, with Ladenburg Thalman & Co. Inc. The filing lists legal opinion and consent from Corporate Securities Legal LLP as exhibits and includes the interactive XBRL cover page. The document is signed by CEO Desheng Wang.

Focus Universal Inc. presents a prospectus supplement for potential securities offerings tied to financing its Ubiquitor wireless sensor and related businesses. The company discloses a history of operating losses and a need for significant funding to scale manufacturing, complete R&D, pursue patents and commercialize products including One Touch Financial and smart-home offerings. Key financial disclosure: historical net tangible book value per share of $0.12, an increase of $0.39, yielding an as-adjusted net tangible book value of $0.51 and expected $2.84 dilution per share for new investors. The supplement highlights material risks: manufacturing outsourcing (including single supplier reliance), internal control deficiencies over financial reporting, cybersecurity and trade risks, concentrated customers in the sensor segment, and potential NASDAQ listing pressures. The document also outlines broad plan-of-distribution possibilities and incorporation by reference of prior SEC filings and proxy materials.

Focus Universal, Inc. discloses beneficial ownership and corporate powers in a preliminary information statement. There were 7,386,705 shares of common stock outstanding on September 15, 2025. Directors and executive officers as a group beneficially own 3,492,955 shares, representing 46.90% of the outstanding common stock. Key individual holdings include Edward Lee at 1,182,000 shares (15.87%) and Yan Chen at 442,035 shares (5.93%). The filing also lists officers’ addresses and enumerates corporate powers, including the ability to borrow, issue obligations, acquire and transfer property, adopt bylaws, enter joint ventures, make donations, and dissolve or wind up the corporation.

Focus Universal Inc. (FCUV) insider purchases reported. The company's CEO and 10% owner, Desheng Wang, filed a Form 4 disclosing multiple open-market purchases of the issuer's common stock on 08/15/2025. Each reported transaction is for 1,000 shares executed at prices ranging from $2.18 to $2.28. The reported ownership following the transactions is 2,273,800 shares beneficially owned. The Form 4 was signed by an attorney-in-fact on behalf of Mr. Wang.