UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 6-K
REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO
RULE 13a-16 OR 15d-16
UNDER THE SECURITIES EXCHANGE ACT OF 1934
For the month of April 2026
Commission File Number: 001-42505
Huachen AI Parking Management Technology
Holding Co., Ltd
(Translation of registrant’s name into English)
No.1018 Haihe Road, Dushangang Town,
Pinghu City, Jiaxing, Zhejiang Province,
China, 314205
(Address of principal executive office)
Indicate by check mark whether the registrant files or will file annual
reports under cover of Form 20-F or Form 40-F.
Form 20-F ☒
Form 40-F ☐
As previously disclosed in the Current Report
on Form 6-K of Huachen AI Parking Management Technology Holding Co., Ltd (the “Company”) filed with the U.S. Securities
and Exchange Commission on December 12, 2025, at an extraordinary general meeting held on December 8, 2025 (the “Meeting”),
the shareholders approved a reverse split of all of the Company’s authorized and issued Class A ordinary shares and Class
B ordinary shares, at a ratio of not less than 1-for-2 and not more than 1-for-250, with the final ratio to be determined by the Board
of Directors in its sole discretion at any time after approval by the shareholders, and authorize the Board of Directors to implement
such reverse split at its discretion at any time prior to the one-year anniversary of the Meeting.
On March 24, 2026, the Board of Directors of the
Company approved a reverse split of all of the Company’s authorized and issued Class A ordinary shares and Class B ordinary
shares at a ratio of one-for-thirty (1-for-30) (the “Reverse Stock Split”).
The Reverse Stock Split will reduce the number
of outstanding Class A ordinary shares of the Company from approximately 18,897,500 shares to approximately 629,167 shares and will
reduce the number of outstanding Class B ordinary shares of the Company from approximately 16,000,000 shares to approximately 533,333
shares. Every thirty (30) outstanding Class A ordinary shares will be combined into and automatically become one post-Reverse Stock
Split Class A ordinary share. Every thirty (30) outstanding Class B ordinary shares will be combined into and automatically
become one post-Reverse Stock Split Class B ordinary share. No fractional shares will be issued in connection with the Reverse Stock
Split. Instead, the Company will issue one full post-Reverse Stock Split Class A ordinary share or Class B ordinary share, as
applicable, to any shareholder who would have been entitled to receive a fractional share as a result of the process. As a result of the
Reverse Stock Split, the par value of the Class A ordinary shares and Class B ordinary shares will be increased to $0.0000375
per share and the number of authorized ordinary shares will be reduced to 2,083,333,334 ordinary shares, comprising of 1,666,666,667 Class
A ordinary shares and 416,666,667 Class B ordinary shares.
Upon the opening of the market on April 13, 2026,
the Company’s Class A ordinary shares will begin trading on the Nasdaq Capital Market (“Nasdaq”) on a post-Reverse
Stock Split basis under the current symbol “HCAI”. The new CUSIP number following the Reverse Stock Split is G4645R122.
The Company believes that the Reverse Stock Split
is in the best interest of the Company and its shareholders and is being undertaken for proper corporate purposes.
In connection with the Reverse Stock Split, the
Company amended and restated its memorandum and articles of association to reflect the adjustment of the number of authorized ordinary
shares and the par value. Attached to this report on Form 6-K (this “Report”) as Exhibit 1.1 is a copy of such amended
and restated memorandum and articles of association.
Attached to this Report as Exhibit 99.1 is
a copy of the press release dated April 8, 2026 titled “Huachen AI Parking Management Technology Holding Co., Ltd Announces 1-for-30
Reverse Stock Split Effective April 13, 2026”
Exhibit Index
| Exhibit No. |
|
Description |
| 1.1 |
|
Amended and Restated Memorandum and Articles of Association |
| 99.1 |
|
Huachen AI Parking Management Technology Holding Co., Ltd Announces 1-for-30 Reverse Stock Split Effective April 13, 2026 |
SIGNATURES
Pursuant to the requirements
of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto
duly authorized.
| Date: April 8, 2026 |
Huachen AI Parking Management Technology Holding Co., Ltd, |
| |
|
| |
By: |
/s/ Bin Lu |
| |
Name: |
Bin Lu |
| |
Title: |
Chief Executive Officer |
2
Exhibit 99.1
Huachen AI Parking Management Technology Holding
Co., Ltd Announces 1-for-30 Reverse Stock Split Effective April 13, 2026
Pinghu, China, April 8, 2026 (GLOBE
NEWSWIRE) - Huachen AI Parking Management Technology Holding Co., Ltd. (NASDAQ: HCAI, “HCAI” or “the Company”),
a China-based smart-parking and equipment-structural-parts provider, today announced that its Board of Directors has approved a share
combination (the “Reverse Stock Split”) of its Class A and Class B ordinary shares at a ratio of 1-for-30. The Reverse Stock
Split is expected to become effective at the open of business on April 13, 2026 (the “Effective Date”), subject to approval
by the Nasdaq Stock Market LLC. The Company’s Class A ordinary shares will continue to trade on the Nasdaq Capital Market under
the symbol “HCAI.” The Reverse Stock Split is intended to increase the per-share trading price of the Company’s Class
A ordinary shares to assist in maintaining compliance with Nasdaq’s minimum bid price requirement.
The implementation of this Reverse Stock Split
follows the authorization granted at the Company’s extraordinary general meeting of shareholders held on December 7, 2025. At that
meeting, shareholders approved an ordinary resolution to consolidate Class A and Class B ordinary shares at a ratio ranging from 1-for-2
to 1-for-250, granting the Board of Directors the sole discretion to determine the final ratio and timing within one year of the meeting.
On March 24, 2026, the Board officially determined the 1-for-30 ratio.
Upon the effectiveness of the Reverse Stock Split,
every thirty (30) Class A ordinary shares with a par value of US$0.00000125 each will be consolidated into one (1) Class A ordinary share
with a par value of US$0.0000375. Simultaneously, every thirty (30) Class B ordinary shares with a par value of US$0.00000125 each will
be consolidated into one (1) Class B ordinary share with a par value of US$0.0000375.
The Reverse Stock Split will reduce the number
of outstanding Class A ordinary shares of the Company from approximately 18,897,500 shares to approximately 629,167 shares, and will reduce
the number of outstanding Class B ordinary shares of the Company from approximately 16,000,000 shares to approximately 533,333 shares.
Every thirty (30) outstanding Class A ordinary shares will be combined into and automatically become one post-Reverse Stock Split Class
A ordinary share. Every thirty (30) outstanding Class B ordinary shares will be combined into and automatically become one post-Reverse
Stock Split Class B ordinary share. No fractional shares will be issued in connection with the Reverse Stock Split. Instead, the Company
will issue one full post-Reverse Stock Split Class A ordinary share or Class B ordinary share, as applicable, to any shareholder who would
have been entitled to receive a fractional share as a result of the process. As a result of the Reverse Stock Split, the par value of
the Class A ordinary shares and Class B ordinary shares will be increased to $0.0000375 per share and the number of authorized ordinary
shares will be reduced to 2,083,333,334 ordinary shares, comprising of 1,666,666,667 Class A ordinary shares and 416,666,667 Class B ordinary
shares.
To ensure a seamless transition for shareholders,
any fractional shares resulting from the consolidation will be rounded up to the next whole share. The Reverse Split will affect all shareholders
uniformly and will not alter any shareholder's percentage ownership interest in the Company, except for minimal changes that may result
from the treatment of fractional shares. No action is required by shareholders holding their shares through a brokerage account.
Concurrently with the Reverse Stock Split, the
Company amended its Memorandum of Association to proportionately reduce the number of authorized ordinary for issuance and change the
par value of post-reverse stock split ordinary shares to US$0.0000375 per share.
In connection with the Reverse Stock Split, the
Company’s Class A ordinary shares will begin trading under a new CUSIP number, G4645R122, starting on the Effective Date. The Company’s
ticker symbol will remain “HCAI.”
About Huachen AI Parking Management Technology
Holding Co., Ltd.
Huachen AI Parking Management Technology Holding
Co., Ltd. is a China-based, one-stop provider of smart-parking systems and precision structural parts. Through our operating subsidiaries,
we design, manufacture, install and service space-saving cubic parking garages—tailored to each client’s needs with technologies
such as vertical lifting and multi-layer cycling—while also supplying custom steel components and railroad accessories to industrial
customers nationwide.
Forward-Looking Statements
This press release contains forward-looking statements.
Forward-looking statements include statements concerning plans, objectives, goals, strategies, future events or performance, and underlying
assumptions and other statements that are other than statements of historical facts. When the Company uses words such as "may,"
"will," "intend," "should," "believe," "expect," "anticipate," "project,"
"estimate" or similar expressions that do not relate solely to historical matters, it is making forward-looking statements.
Forward-looking statements are not guarantees of future performance and involve risks and uncertainties that may cause the actual results
to differ materially from the Company's expectations discussed in the forward-looking statements. These statements are subject to uncertainties
and risks including, but not limited to, the uncertainties related to market conditions and other factors discussed in the documents filed
with the United States Securities and Exchange Commission (the "SEC"). For these reasons, among others, investors are cautioned
not to place undue reliance upon any forward-looking statements in this press release. Additional factors are discussed in the Company's
filings with the SEC, which are available for review at www.sec.gov.
The Company undertakes no obligation to publicly revise these forward-looking statements to reflect events or circumstances that arise
after the date hereof.
For further information about Huachen AI Parking
Management Technology Holding Co., Ltd, please contact:
Huachen AI Parking Management Technology Holding
Co., Ltd
Alan Li
ir@huachenai.com
Mobile: +852-95791074
SOURCE Huachen AI Parking Management Technology
Holding Co., Ltd
