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FingerMotion, Inc. (FNGR) SEC Filings

FNGR NASDAQ

FingerMotion, Inc. filings document the company's Nasdaq-listed common stock, mobile services business and public-company governance. Recent 8-K disclosures cover material events, material agreements, operating and financial results, capital-structure matters and shareholder voting results.

Proxy materials describe annual meeting proposals, director elections, auditor ratification and advisory executive-compensation votes. Other filings document unregistered equity issuances, Regulation FD disclosures and the formal reporting framework for a mobile payment, recharge, value-added services and data technology company operating primarily through China-focused platforms.

Rhea-AI Summary

FingerMotion, Inc. (FNGR) stockholders approved two proposals at a special meeting on October 6, 2026. The share-issuance proposal under Nasdaq Rule 5635(d) received 13,424,888 votes for (71.359%), 5,210,401 against (27.695%) and 177,902 abstentions (0.946%).

Stockholders also approved increasing authorized shares to 500 million. That proposal received 20,956,785 votes for (67.138%), 10,114,034 against (32.402%) and 143,611 abstentions (0.460%).

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FingerMotion, Inc. agreed to acquire 100% of Newbit Technology Inc. for US$2,300,000 in cash, exclusive of GST, on a cash-free, debt-free basis, subject to customary leakage and debt adjustments. Newbit holds rights associated with the previously disclosed 9.9 MW Brooks Campus #1 site in Alberta, including the surface lease, permits, pipeline and metering infrastructure, environmental approval, AUC Rule 007 registration and fixed site improvements. Generating equipment and other movable plant are excluded and are to be removed before closing. The fixed improvements are acquired as-is, where-is as to physical condition only.

US$230,000 was previously paid and is held in trust; a further US$230,000 is payable on execution, and approximately US$1,840,000 in cash is payable at closing. Closing is targeted for the third business day after satisfaction or waiver of conditions and no later than October 29, 2026. Conditions include a new gas supply agreement, Pivotal Energy Partners’ written change-of-control consent, and remaining due diligence to FingerMotion’s reasonable satisfaction. General representation claims have a US$125,000 deductible and a US$460,000 cap; specified fundamental, title, tax, fraud and willful-misconduct claims are uncapped. FingerMotion will not retain a purchase-price holdback.

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FingerMotion, Inc. may offer up to $50,000,000 aggregate offering price of common shares, warrants, subscription receipts and units from time to time; each sale requires a prospectus supplement. Until its market capitalization reaches $75 million, the company says it is limited to offering one-third of its public float under this prospectus on a rolling 12-month basis.

A separate registered direct offering closed August 31, 2026, issuing 3,958,055 common shares at $0.24 each and pre-funded warrants for 12,708,611 shares at $0.2399 each, exercisable at $0.0001 per share. FingerMotion reported approximately $4.0 million in net proceeds for general corporate and working capital purposes. It also acquired a 9.9% interest in Lyken AI Computing Inc. on August 17, 2026, for 1,674,480 restricted common shares, with no cash paid at closing. For its planned ten-site program, the company said it had not energized a commercial 9.9 MW site, recognized operating revenue, or executed binding long-term offtake as of the report date.

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registration
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FingerMotion, Inc. (FNGR) reported that on September 3, 2026 it entered into a non-binding, non-exclusive memorandum of understanding with Lyken AI Computing Inc. and BlueFlare Energy Solutions Inc. to create a demand-to-capacity matching framework for AI and high-performance computing projects in Alberta, British Columbia, and Saskatchewan.

Lyken is expected to source and manage enterprise compute workloads, BlueFlare to develop and operate behind-the-meter energy and compute sites, and FingerMotion to act as contemplated owner-operator and project sponsor. The MOU includes no pricing, minimum capacity, revenue commitments, ownership percentages, development schedules, or financing obligations, and no firm natural gas supply or project-level agreements have been executed.

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FingerMotion, Inc. (FNGR) entered into a securities purchase agreement with an institutional investor for a registered direct offering of 3,958,055 shares of common stock at $0.24 per share and Pre-funded Warrants to purchase 12,708,611 shares of common stock. Each Pre-funded Warrant was sold at $0.2399, is immediately exercisable for one share of common stock at an exercise price of $0.0001 per share, and remains outstanding until exercised in full. The company reports approximately $4.0 million in net proceeds, to be used for general corporate and working capital purposes, under its effective Form S-3 shelf registration. FingerMotion also confirmed that, as of August 31, 2026, it terminated its at-the-market issuance sales agreement with R.F. Lafferty & Co., Inc., originally dated October 23, 2025.

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FingerMotion, Inc. (FNGR) has filed an S-1 to register the resale of up to 25,521,564 shares of common stock for a selling stockholder. These shares are issuable upon conversion of a $5,000,000 senior secured convertible note dated August 12, 2026 and exercise of an associated warrant, and the registration reflects 150% of the maximum conversion shares plus 4,092,993 warrant shares. FingerMotion will not receive proceeds from any resale under this prospectus; it previously received $1,300,000 at closing, with a further $3,000,000 from the discounted principal to be released upon milestones. The note has a fixed conversion price of $0.35 per share and also allows monthly redemptions at a variable price formula, subject to an exchange cap of 12,256,260 shares and a 9.99% beneficial ownership limitation.

FingerMotion is a Delaware holding company headquartered in Singapore, operating mainly in China through a variable interest entity (VIE) structure focused on mobile recharge, payment, data analytics and digital platforms. It reports net losses, with an accumulated deficit of $41.2 million, and faces substantial risks tied to PRC regulation, enforceability of VIE contracts, cash transfer restrictions, HFCAA-related oversight, and dependence on major Chinese telecom partners. As of August 28, 2026, it had 75,204,631 common shares outstanding, and FNGR last traded at $0.3980 per share on Nasdaq.

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registration
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FingerMotion, Inc. (FNGR) is calling a special stockholder meeting on October 6, 2026 to approve key capital-structure actions. Stockholders are asked to approve, for purposes of Nasdaq Listing Rule 5635(d), the potential issuance of 19.99% or more of outstanding common shares to an institutional investor upon conversion of two senior secured convertible notes, each with a $5,000,000 original principal amount and $700,000 original issue discount. The May 2026 note initially converts at $0.94 per share and the August 2026 note at $0.35, with additional monthly conversion rights at 90% of the lowest daily VWAP over seven trading days, subject to a Floor Price and a 9.99% beneficial ownership cap, and an Exchange Cap of 12,256,260 shares absent stockholder approval. A second proposal would amend the charter to increase authorized common stock from 200,000,000 to 500,000,000 shares. As of August 21, 2026, common shares outstanding were 66,485,353, with 18,382,354 shares reserved, leaving about 115,132,293 authorized but unissued shares before the proposed increase.

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Rhea-AI Summary

FingerMotion, Inc. (FNGR) is conducting a primary offering of 3,958,055 shares of common stock at $0.24 per share and 12,708,611 Pre-Funded Warrants, each exercisable for one share at an exercise price of $0.0001 with a purchase price of $0.2399.

The company is also registering 12,708,611 shares issuable upon exercise of the Pre-Funded Warrants and expects to receive approximately $4.0 million in net proceeds, to be used for general corporate purposes and working capital. Net tangible book value was $13.12 million, or $0.21 per share as of February 28, 2026, and would have been $17.12 million, or $0.22 per share after this offering, implying dilution of $0.02 per share to new investors.

The Pre-Funded Warrants are immediately exercisable, have an indefinite term, and include a 4.99% or 9.99% beneficial ownership limitation. FingerMotion highlights risks including potential future dilution, stock price volatility, lack of a trading market for the Pre-Funded Warrants, and broad discretion over use of proceeds.

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Rhea-AI Summary

FingerMotion, Inc. (FNGR) entered into a securities purchase agreement with an institutional investor for a registered direct offering of its equity. The company is issuing 3,958,055 shares of common stock at $0.24 per share and Pre-funded Warrants to purchase 12,708,611 shares of common stock. Each Pre-funded Warrant is immediately exercisable for one share, has an exercise price of $0.0001 per share, and was sold at $0.2399 per warrant, equal to the common share price minus par value.

The transaction is being conducted under FingerMotion’s effective Form S-3 registration statement and will generate approximately $4.0 million in net proceeds after estimated offering expenses. The company states it intends to use these net proceeds for general corporate and working capital purposes. A beneficial ownership limitation of 4.99% applies, so the investor receives Pre-funded Warrants in lieu of common shares to avoid exceeding that threshold.

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FingerMotion, Inc. (FNGR) outlined a major strategic shift to become an owner-operator of behind-the-meter, modular AI and high-performance computing data centers in North America, while continuing its existing mobile payment, recharge and data-analytics operations in China. The strategy is built around a collaboration framework with BlueFlare Energy Solutions for gas-fired, modular, project-financed sites in Western Canada that co-locate AI inference workloads with bitcoin mining as a load-balancing mechanism.

As the first executed step under new management, FingerMotion closed the acquisition of a 9.9% equity interest in Lyken AI Computing Inc. on August 17, 2026, paying 1,674,480 restricted common shares with no cash; Alset AI retains a 90.1% stake. Lyken targets mid-market enterprise compute customers, while BlueFlare focuses on originating and operating behind-the-meter power sites, together forming the demand and supply sides of the plan. Management set out four progress milestones for investors to track: securing site control, power, enterprise customer offtake, and asset-level project financing, and highlighted multiple execution, regulatory, gas-price, capital-availability and partner-dependence risks, noting that no project sites, offtake contracts or financings have yet been announced.

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FAQ

How many FingerMotion (FNGR) SEC filings are available on StockTitan?

StockTitan tracks 62 SEC filings for FingerMotion (FNGR), including 10-K annual reports, 10-Q quarterly reports, 8-K current reports, and Form 4 insider trading disclosures. Each filing includes AI-generated summaries, impact scoring, and sentiment analysis.

When was the most recent SEC filing for FingerMotion (FNGR)?

The most recent SEC filing for FingerMotion (FNGR) was filed on October 6, 2026.