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Freight Tech SEC Filings

FRGT Nasdaq

Welcome to our dedicated page for Freight Tech SEC filings (Ticker: FRGT), 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.

This page provides access to U.S. Securities and Exchange Commission filings for Freight Technologies, Inc. (Nasdaq: FRGT), a British Virgin Islands–incorporated technology company headquartered in Houston, Texas. Through these filings, investors can review how Fr8Tech reports on its AI-enabled logistics platforms, capital structure, financing arrangements, and corporate governance.

Fr8Tech’s SEC submissions include current reports on Form 6-K and Form 8-K, as well as periodic reports such as Forms 10-K, 10-Q, and 20-F, depending on its reporting status. The company has disclosed that it moved from domestic U.S. reporting back to foreign private issuer status as of June 30, 2025 and will file Annual Reports on Form 20-F and Reports on Form 6-K. These documents discuss its portfolio of logistics platforms—Fr8App, Fr8Now, Fr8Fleet, Waavely, Fleet Rocket TMS, and Zayren—and related AI and automation initiatives.

Filings also describe significant financing and equity transactions. Examples include securities purchase agreements for preferred shares, senior convertible promissory notes, an equity purchase facility agreement that allows the company to direct an institutional investor to buy ordinary shares up to a defined commitment amount, and registration rights agreements. Investors can use these filings to understand potential dilution, conversion features, and other terms that affect FRGT’s capital structure.

Other SEC documents detail strategic agreements and corporate actions, such as the share purchase agreement to acquire JAK Solar Loans 1 Limited, amendments to the company’s Memorandum and Articles of Association, and changes in foreign private issuer status. Together, these filings offer insight into Fr8Tech’s regulatory history, risk disclosures, and material events. On Stock Titan, AI-powered tools can help summarize lengthy filings, highlight key terms in instruments like convertible notes or preferred shares, and surface relevant Form 4 insider transactions and Form 10-K or 20-F sections for deeper analysis.

Rhea-AI Summary

Freight Technologies, Inc. received a Schedule 13G from DIP SPV I, L.P., ATW Fund I, L.P., ATW Partners LLC, and individuals Kerry Propper and Antonio Ruiz‑Gimenez. They report beneficial ownership of 184,309 ordinary shares, representing 9.9% of the class.

The shares can be acquired within sixty days through the exercise or conversion of Series C preferred stock held by DIP SPV I, L.P., which is subject to a 9.99% ownership blocker. The filers state the securities are not held for the purpose of changing or influencing control of Freight Technologies and each disclaims beneficial ownership beyond any pecuniary interest.

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Rhea-AI Summary

Freight Technologies, Inc. reports corporate actions tied to its 2025 annual meeting and a recently closed acquisition. Shareholders approved amendments to the company’s memorandum and articles of association to provide for mandatory conversion of existing preferred share classes. The company then filed amended and restated governing documents in the British Virgin Islands on December 18, 2025.

On December 30, 2025, the board approved a further amendment creating a new series of preferred stock, the Series C Preferred Shares, with a par value of $0.0001 per share. On December 31, 2025, the company closed a share purchase transaction to acquire all equity interests in JAK Solar Loans 1 Limited, a British Virgin Islands company. As consideration, Freight Technologies issued 5,500,000 Series C Preferred Shares to the seller, DIP SPV I, L.P. The detailed terms of the acquisition were previously described in a Form 6-K filed on December 12, 2025.

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Rhea-AI Summary

Freight Technologies, Inc. agreed on December 9, 2025 to acquire all shares of JAK Solar Loans 1 Limited from DIP SPV I, L.P. in exchange for a new series of Series C-1 convertible preferred shares with an aggregate stated value of $5,500,000. If the company cannot create and issue these preferred shares within 10 business days of closing and no later than December 31, 2025, it must instead pay the seller $5,500,000 in cash.

The preferred shares have a stated value of $1.00 per share and are convertible into ordinary shares at a price based on the market price around closing, subject to a floor linked to 20% of the Nasdaq Minimum Price and a 9.99% beneficial ownership cap per holder. Holders participate in dividends and liquidation on an as-converted basis and have piggyback registration rights if the company later registers ordinary shares.

As of November 30, 2025, JAK Solar owned 62 active U.S. residential solar system loans with aggregate outstanding principal and interest through maturity of $1,846,848 and a weighted average maturity of 9.6 years, plus a platform to manage and service similar loans. JAK Solar reported unaudited gross cash receipts of $314,810 for 2024 and $246,587 for the nine months ended September 30, 2025, and wrote off three loans totaling $82,576 since January 1, 2024.

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Rhea-AI Summary

Freight Technologies, Inc. entered into several linked financing and strategic agreements. It sold senior convertible promissory notes with an aggregate original principal of $1,000,000 to institutional buyers for an aggregate purchase price of $900,000. The notes carry 10% annual interest, payable monthly mainly in ordinary shares, are convertible at an initial price of $0.90 per share (with a floor of $0.14), and mature on November 20, 2027, subject to 4.99%–9.99% beneficial ownership limits.

The company also terminated a prior Series A4 preferred share deal with Fetch Compute, Inc., agreeing to convert 22,104 preferred shares into 113,253 ordinary shares, take back 2,289,144 remaining preferred shares, and return 11,300,000 FET tokens plus a $880,000 payment. Separately, under a three-year services agreement, Fetch will provide AI-related platform access and up to $1,500,000 in usage credits in exchange for 475,000 ordinary shares and a pre-funded warrant for 911,747 shares, subject to sale volume caps and no short sales.

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Rhea-AI Summary

Freight Technologies, Inc. (FRGT) furnished a Form 6-K announcing its 2025 Annual Meeting materials. The filing includes a Notice of the 2025 Annual Meeting of Members and a Proxy Statement, along with a form of Proxy Card. These exhibits provide the agenda and voting mechanics for shareholders.

The submission is administrative in nature and centers on governance and voting procedures rather than operating results or transactions. Javier Selgas signed the report on behalf of the company.

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Rhea-AI Summary

Freight Technologies, Inc. (FRGT) announced it will hold its 2025 Annual Meeting of Shareholders on December 18, 2025, at 1:00 p.m. Monterrey, Mexico time at its Monterrey office.

The record date for voting eligibility is November 4, 2025. The company expects to mail the notice, proxy statement, and proxy card on or about November 10, 2025, and to furnish the same materials to the SEC while also posting them on its website.

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Freight Technologies amended a prior report and entered an equity purchase facility allowing, at its option, sales of up to $1.0 billion in newly issued ordinary shares to an institutional investor, subject to terms. Until shareholder approval is obtained for issuances at or above 20% of shares outstanding as of October 27, 2025, issuances are capped at 19.99% under the Nasdaq rules. The investor’s beneficial ownership is limited to 4.99%, adjustable on notice up to 9.99%.

The company agreed to file a resale registration within 30 days and seek effectiveness within 90 days, with partial liquidated damages of 2% per month (capped at 4%) tied to outstanding advances if deadlines are missed. R.F. Lafferty will serve as placement agent, earning 2% of gross proceeds for one year, then 1% thereafter, plus specified expenses. The agreement restricts variable‑rate deals and certain subsequent placements. The company also issued a call option notice to return 11,300,000 FET Tokens in exchange for 2,091,465 Series A4 preferred shares, with Fetch retaining 219,783 shares, and is seeking approvals to mandate preferred‑to‑ordinary conversions.

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Rhea-AI Summary

Freight Technologies (FRGT) entered an equity purchase facility, giving it the right to direct an institutional investor to buy up to $1.0 billion of ordinary shares, subject to terms in the agreement.

Issuances above 20% require shareholder approval within 90 days; until then, total sales are capped at 19.99% of shares outstanding as of October 27, 2025. Investor ownership is limited to 4.99% of outstanding shares, adjustable up to 9.99% effective on the 61st day after notice. The company agreed to restrictions on Variable Rate Transactions for defined periods and granted the investor participation rights in certain future placements.

Under a registration rights agreement, the company will file within 30 days and seek effectiveness within 90 days; delays trigger cash liquidated damages of 2% per event, capped at 4% of the purchase price of outstanding advances. R.F. Lafferty will serve as placement agent, earning 2% of gross proceeds for one year, then 1% thereafter. Separately, the company exercised a call option to return 11,300,000 FET Tokens in exchange for 2,091,465 Series A4 preferred shares; Fetch Compute will retain 219,783 Series A4 preferred shares. The company is also pursuing charter amendments for mandatory preferred-to-ordinary conversions.

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Rhea-AI Summary

Freight Technologies, Inc. reports that as of June 30, 2025 it again qualifies as a foreign private issuer under SEC rules. Earlier, after losing that status in December 2024, the company had filed an Annual Report on Form 10-K for the year ended December 31, 2024 and Quarterly Reports on Form 10-Q for the quarters ended March 31 and June 30, 2025.

With its foreign private issuer status reestablished, Freight Technologies plans to file future Annual Reports on Form 20-F and current reports on Form 6-K instead of Forms 10-K and 10-Q. The company also issued a press release on September 22, 2025 describing this change.

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Freight Technologies, Inc. filed a current report describing that it issued a press release on August 21, 2025 announcing its financial results for the quarter ended June 30, 2025. The company furnished this press release as Exhibit 99.1 under the item covering results of operations and financial condition, and also referenced it under the Regulation FD disclosure item.

The company emphasized that the information provided under these items, including the press release, is being furnished rather than filed, which limits certain liability and incorporation-by-reference effects under federal securities laws. The report also highlights that the press release and related statements may contain forward-looking statements, and it includes standard cautionary language noting that actual results may differ materially due to risks and uncertainties described in the company’s other SEC reports.

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FAQ

What is the current stock price of Freight Tech (FRGT)?

The current stock price of Freight Tech (FRGT) is $1.33 as of February 12, 2026.

What is the market cap of Freight Tech (FRGT)?

The market cap of Freight Tech (FRGT) is approximately 2.1M.
Freight Tech

Nasdaq:FRGT

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FRGT Stock Data

2.08M
1.26M
0.16%
0.48%
0.71%
Software - Application
Arrangement of Transportation of Freight & Cargo
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