| | On July 24, 2025, Future FinTech Group Inc. (the "Company") entered into a securities purchase agreement (the "Equity SPA") with certain institutional and individual investors (each, a "Purchaser"), pursuant to which the Company agreed to issue and sell, and the Purchasers agreed to purchase, up to an aggregate of 15,000,000 shares of the Company's common stock, par value $0.001 per share (the "Common Stock"), at a purchase price of $2.00 per share.
On September 16, 2025, the Company issued 9,000,000 shares of its common stock to Wealth Index Capital Limited ("WICL") at a purchase price of $2.00 per share, for an aggregate of $18,000,000, pursuant to the Equity SPA. The shares were acquired by WICL using its working capital. As a result of the issuance of shares, WICL owns approximately 48.107% of the Company's 18,708,311 outstanding shares of common stock. As a result of the reverse stock splits effected by the Company since the date of this issuance, a 1-for-4 reverse stock split on January 20, 2026, a 1-for-4 reverse stock split on July 13, 2026, and a 1-for-4 reverse stock split on August 31, 2026 (a combined 1-for-64 adjustment), the 9,000,000 shares issued to WICL on September 16, 2025 were proportionately adjusted to 140,625 shares.
On July 29, 2026, Future FinTech Group Inc. (the "Company") entered into a securities purchase agreement (the "2026 SPA") with certain institutional and individual investors (each, a "Purchaser"), pursuant to which the Company agreed to issue and sell, and the Purchasers agreed to purchase, up to an aggregate of 30,000,000 shares of the Company's common stock, par value $0.001 per share (the "Common Stock"), at a purchase price of $1.00 per share.
On July 29, 2026, the Company issued 10,000,000 shares of its common stock to Wealth Index Capital Limited ("WICL") at a purchase price of $1.00 per share, for an aggregate of $10,000,000, pursuant to the 2026 SPA. The shares were acquired by WICL using its working capital. As a result of the issuance of shares, WICL owns approximately 32.539% of the Company's 32,460,890 outstanding shares of common stock. As a result of the 1-for-4 reverse stock split effected by the Company on August 31, 2026, the 10,000,000 shares issued to WICL on July 29, 2026 were proportionately adjusted to 2,500,000 shares.
Except as set forth in this Item 4, the Reporting Persons do not have any present plans or proposals which relate to or would result in any of the transactions of this Item 4. |
| (a) | WICL is the record shareholder and directly holds 2,640,625 shares of the Company's common stock, representing approximately 32.5% of the Company's 8,115,223 outstanding shares of common stock as of August 25, 2026, based on information from the Company's transfer agent.
Mr. Shanchun Huang is the sole member of WICL and holds 100% ownership in WICL. As such, Mr. Huang may be deemed a beneficial owner of the 2,640,625 shares of the Company's common stock directly held by WICL pursuant to Section 13(d)(3) of the Act.
The responses of each Reporting Person to Rows (7) through (13) of the cover pages of this Schedule 13D are hereby incorporated by reference in this Item 5. |
| | 1. Form Securities Purchase Agreements dated July 24, 2025 by and among Future Fintech Group Inc. and the purchasers (incorporated by reference to Exhibit 10.1 of Future Fintech Group Inc.'s Form 8-K (File No. 001- 34502), filed on July 31, 2025)
2. Joint Filing Agreement dated September 20, 2025 by and among the Reporting Persons (incorporated by reference to Exhibit 2 of Future Fintech Group Inc. and Sanchun Huang's Schedule 13D, filed on September 9, 2025)
3. Securities Purchase Agreements dated July 29, 2026 by and among Future Fintech Group Inc. and the purchasers (incorporated by reference to Exhibit 10.1 of Future Fintech Group Inc.'s Form 8-K (File No. 001- 34502), filed on July 9, 2026) |