IPW Terminates VIE with Daheshou; Operations Shift to iPower

Rhea-AI Filing Summary

On August 4, 2025, iPower Inc. through its wholly-owned subsidiary Dayourenzai (Shenzhen) Technology Co., Ltd. entered into a VIE Contract Termination Agreement with its variable interest entity Daheshou (Shenzhen) Information Technology Co., Ltd. and Daheshou's registered shareholders. The filing states DYRZ no longer owns, operates or controls DHS and that services and activities formerly performed by DHS will be handled by iPower and other contractors as part of a structural simplification.

The company says DHS historically provided PRC sales, supply chain, merchandising and distribution services but that many of those services have already been transitioned to iPower and contractors. The termination is described as a strategic simplification and is not expected to have a material effect on the Company’s PRC business or revenue streams. The full agreement is attached as Exhibit 10.1.

Positive

• Operational simplification: The company describes the termination as a strategic move to streamline operations.
• Service continuity stated: Company states services formerly performed by DHS will be performed by iPower and other contractors.
• No expected material revenue impact: The filing explicitly says the termination is not expected to have a material effect on PRC business or revenue streams.

Negative

• Loss of contractual control: DYRZ no longer owns, operates or controls Daheshou, ending the prior VIE control arrangement.
• Change to previously consolidated entity: DHS had been consolidated into the Company’s financial statements as a VIE; that contractual basis of consolidation has been terminated.

Insights

Financial Analyst

TL;DR: iPower ended its VIE control arrangement; company reports operational transition and expects no material revenue impact.

The filing documents a contractual termination dated August 4, 2025, between Dayourenzai and Daheshou, with Daheshou's shareholders. The company explicitly states DYRZ no longer owns, operates or controls DHS and that services DHS previously provided will be performed by iPower and other contractors. Historically DHS was consolidated as a VIE; that contractual consolidation basis has been removed by this agreement. The company frames the change as operational simplification and reports it is not expected to materially affect PRC revenue. The agreement is attached as Exhibit 10.1 for full terms.

Corporate Governance Expert

TL;DR: The VIE structure has been terminated; control previously exercised via contractual arrangements has ceased.

The 8-K discloses a formal termination of the VIE arrangements that previously allowed Dayourenzai to exercise effective control over Daheshou. The filing lists the counterparties and notes the cessation of ownership, operation and control by DYRZ. It emphasizes a multi-year operational transition of PRC functions from Daheshou to iPower and contractors and identifies the termination as a structural simplification. The termination agreement is filed as Exhibit 10.1 for review of detailed governance and transfer provisions.

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of report (date of earliest event reported): August 4, 2025

iPower Inc.

(Exact name of registrant as specified in its charter)

Nevada		001-40391		82-5144171
(State or other jurisdiction of incorporation)		(Commission File Number)		(IRS Employer Identification No.)

8798 9th Street

Rancho Cucamonga, CA 91730

(Address Of Principal Executive Offices) (Zip Code)

(626) 863-7344

(Registrant’s Telephone Number, Including Area Code)

___________________________

(Former name or former address, if changed since last report.)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class		Trading Symbol(s)		Name of each exchange on which registered
Common Stock $0.001 per share		IPW		The Nasdaq Stock Market LLC

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☒

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 1.02. Termination of a Material Definitive Agreement.

On August 4, 2025, iPower Inc. (“iPower” or the “Company”), through its wholly-owned subsidiary, Dayourenzai (Shenzhen) Technology Co, Ltd. (“DYRZ”), a company organized under the laws of the People’s Republic of China (“PRC”), entered into an agreement (the “VIE Contract Termination Agreement”) with the Company’s variable interest entity, Daheshou (Shenzhen) Information Technology Co., Ltd. (“DHS”), a company organized under the laws of the PRC, and its registered shareholders. DHS had previously been consolidated into the Company’s financial statements as a variable interest entity pursuant to certain contractual arrangements (the “VIE Agreements”), which allowed DYRZ to exercise effective control over DHS. Following entry into the VIE Contract Termination Agreement, DYRZ no longer owns, operates or controls DHS and Company-related services and activities previously conducted by DHS will now be performed by iPower and other contractors, as needed, as part of an effort to streamline operations and improve structural efficiency.

Historically, DHS has been principally engaged in effectuating part of the Company’s PRC sales, supply chain, merchandizing and distribution services. However, in recent years the Company has improved efficiency and gradually transitioned much of the services performed by DHS to iPower and other contractors. As such, the termination of the VIE structure reflects a strategic move toward operational simplification and is not expected to have a material effect on the Company’s business and/or revenue streams being generated out of the PRC.

The foregoing summary of the terms and conditions of the VIE Contract Termination Agreement does not purport to be complete and is qualified in its entirety by reference to the full text of the agreement, which is attached hereto as Exhibit 10.1 and is incorporated herein by reference.

Item 9.01. Financial Statement and Exhibits.

(d) Exhibits.

Exhibit No.		Description
10.1		VIE Contract Termination Agreement, dated August 4, 2025, by and between Dayourenzai (Shenzhen) Technology Co., Ltd., Daheshou (Shenzhen) Information Technology Co., Ltd., Xiaoyun Liu and Jing Xie.
104		Cover Page Interactive Data File (embedded within the Inline XBRL document)

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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 hereunto duly authorized.

	IPOWER, INC.
Dated: August 12, 2025
	By:	/s/ Chenlong Tan
	Name:	Chenlong Tan
	Title:	Chief Executive Officer

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FAQ

What did iPower (IPW) disclose in this 8-K?

iPower disclosed a VIE Contract Termination Agreement dated August 4, 2025 between Dayourenzai (Shenzhen) Technology Co., Ltd., Daheshou (Shenzhen) Information Technology Co., Ltd., and Daheshou's registered shareholders.

Will the termination materially affect iPower's PRC revenue?

The company states it is not expected to have a material effect on the Company's business or revenue streams generated out of the PRC.

Which entities were involved in the terminated VIE arrangements?

Dayourenzai (Shenzhen) Technology Co., Ltd. (DYRZ) and Daheshou (Shenzhen) Information Technology Co., Ltd. (DHS), along with DHS's registered shareholders.

What functions did Daheshou historically perform?

DHS historically provided PRC sales, supply chain, merchandising and distribution services for the Company, per the filing.

Where can I find the full termination agreement?

The full VIE Contract Termination Agreement is attached as Exhibit 10.1 to the 8-K.

Who signed the 8-K for iPower?

Chenlong Tan, Chief Executive Officer, signed the report dated August 12, 2025.