Welcome to our dedicated page for Graphex Group SEC filings (Ticker: GRFXY), 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.
The Graphex Group Limited (GRFXY) SEC filings page provides access to the company’s U.S. regulatory disclosures as a foreign private issuer. Graphex files reports on Form 6-K under the Securities Exchange Act of 1934 to furnish announcements originally made under the Listing Rules of The Stock Exchange of Hong Kong Limited, where its ordinary shares are listed. These filings relate to its American Depositary Shares, which have traded on U.S. markets including the OTC Expert Market.
Through these filings, investors can review a range of corporate information. Recent Forms 6-K describe Graphex’s status as an issuer with ordinary shares on the HKSE and ADSs traded in the United States, business updates, equipment purchase agreements, and participation in research projects with Nano and Advanced Materials Institution Limited on carbon coating processes and advanced anode materials. Other filings outline an option purchase agreement involving the potential disposal of its indirect wholly owned U.S. subsidiary, Graphex Technologies, LLC, including non-compete and technical support provisions, while noting that there is no assurance the option will be exercised or that definitive agreements will be executed.
Additional 6-Ks furnish interim reports and notices to shareholders, as well as corporate governance announcements such as the passing of an independent non-executive director and changes to board committee chair positions. Together, these documents provide insight into Graphex’s graphite and graphene processing activities, expansion plans, alliances, research initiatives and corporate structure.
On Stock Titan, each new Graphex Form 6-K is captured as it is made available on EDGAR, and AI-powered summaries can help explain the key points of lengthy disclosures. Users can quickly see the purpose of a filing, whether it relates to business development, transactions, research participation, or governance matters, and then drill down into the full text for detailed review. This page is a focused entry point for tracking GRFXY’s U.S. regulatory history and understanding how Graphex communicates material information to investors.
Graphex Group Limited reported sharply weaker 2025 results with a material going concern warning. Revenue fell to HK$137.6 million, down about 27% from 2024, as graphene products sales dropped 36% and landscape architecture revenue declined 11% amid tougher competition and a weaker property market.
Loss attributable to owners widened to HK$364.6 million, driven by heavy non-cash charges including HK$101.9 million goodwill impairment and HK$174.3 million impairment on intangible assets. Basic loss per share increased to HK(54.6) cents from HK(32.2) cents (restated).
Net assets shrank to HK$41.3 million from HK$280.4 million, while total assets dropped 33% to HK$541.9 million. Cash and bank balances were HK$27.3 million against debt of HK$223.6 million, producing a current ratio of 0.58x and a gearing ratio of about 541.5%. Auditors highlighted a material uncertainty related to going concern.
Graphex Group Limited reports changes to its board and committee structure and updates on compliance with Hong Kong Stock Exchange listing rules. Effective 25 March 2026, Mr. Zhao Aiyong has been appointed as an Executive Director, and Mr. Ren Chunyu as an Independent Non-Executive Director and member of the audit, nomination, and remuneration committees.
These appointments restore compliance with Listing Rules on the composition of the remuneration and nomination committees, which must be chaired by and mostly made up of independent non-executive directors. However, the company remains non-compliant with rules requiring a minimum number of independent non-executive directors, a larger audit committee, and gender diversity on the board, and it plans to appoint additional candidates to address these gaps.
Graphex Group Limited reported that shareholders approved an ordinary resolution at an extraordinary general meeting held on 20 March 2026, giving the board an 18‑month mandate linked to a possible asset disposal. The resolution, covering an agreement dated 1 December 2025 and a potential definitive agreement with a purchaser, received 240,347,027 votes in favour and none against. As of the meeting date, 941,313,336 shares were issued and entitled to vote, and no shareholders were required to abstain. The possible disposal will only proceed if the purchaser exercises its option within the option term, so the transaction may or may not occur.
Graphex Group Limited has called an extraordinary general meeting on 20 March 2026 to seek shareholder approval for an option structure that could lead to a very substantial disposal of its indirect wholly owned U.S. subsidiary, Graphex Technologies LLC.
Under a 1 December 2025 Option Purchase Agreement, its BVI subsidiary will grant M2i Global, Inc. an option, for US$500,000 in cash, to buy 100% of Graphex Technologies for total consideration of US$100,000,000, paid in cash and 29,000,000 M2i Global shares in three tranches. If completed, Graphex expects a significant gain, would exit the loss‑making U.S. unit, and continue to support M2i with technical know‑how, basic design and up to five years of technical support for a planned 50,000‑ton per year graphite anode plant in the United States.
Graphex Group Limited filed a Form 6-K to inform investors that it will further delay sending a shareholder circular related to a planned major transaction. The circular will cover an Option Purchase Agreement, a proposed mandate and a possible very substantial disposal involving the sale of an indirect wholly owned subsidiary. This circular was previously expected to be sent by 16 January 2026, but the company now expects to issue it on or before 13 February 2026 so it can prepare and finalize required information under Hong Kong listing rules.
The circular will also include the notice of an extraordinary general meeting and other mandated disclosures. The company emphasizes that this communication is for information only and does not constitute an offer to sell or a solicitation to buy any of its securities, including American Depositary Shares traded on the OTC Expert Market.
Graphex Group Limited reports that a wholly owned subsidiary has granted M2i Global, Inc. an option to acquire 100% of the limited liability units of Graphex Technologies LLC. M2i Global agreed to pay option consideration of US$500,000 (about HK$3.9 million) in cash for the right to call for this sale during the option term, subject to conditions precedent.
If the option is exercised and the conditions are met, the purchaser may buy all of the units of Graphex Technologies LLC for sale consideration of US$100,000,000 (about HK$780 million), to be paid in cash and M2i Global shares. The contemplated definitive agreement includes a non‑compete by Graphex on specified graphite products in North America, Australia, New Zealand, Europe (including Ukraine), Japan, Korea and Africa, and technical support for up to five years after closing. Graphex also agreed not to solicit or enter into alternative sale agreements for these units while the option agreement is in effect, and there is no assurance that the option will be exercised or a definitive agreement completed.
Graphex Group Limited filed a Form 6-K noting it has published an HKSE announcement covering a disclosable transaction related to an equipment purchase agreement and a business update. The update highlights the Company’s participation and sponsorship in two research projects led by Nano and Advanced Materials Institute Limited (NAMI) under Hong Kong’s Innovation and Technology Commission.
The NAMI projects focus on a solution-based carbon coating process for natural graphite anode material and a microporous carbon sphere for fast-charging nano silicon-based composite anodes. The filing states this information is for informational purposes only and is qualified in its entirety by the attached announcement.
Graphex Group Limited submitted a Form 6-K to inform investors that its 2025 Interim Report has been released. The company states that the interim report, in both English and Chinese, is now available on its own website under the Investors section and on the Hong Kong Stock Exchange HKEXnews website. The filing notes that the full details of this corporate communication are contained in an announcement and interim report attached as Exhibit 99.1, which are incorporated by reference.