Jianzhi Education prices $5.4M ADS direct offering

Q: What did Jianzhi Education (JZ) announce in this Form 6-K?

Jianzhi Education announced a registered direct offering of 12,000,000 ADSs at $0.45 per ADS, expected to raise approximately $5.4 million in gross proceeds, subject to closing conditions in the purchase agreement.

Q: How much capital will Jianzhi Education (JZ) raise in the offering?

The company expects to raise approximately $5.4 million in gross proceeds from selling 12,000,000 ADSs at $0.45 per ADS, before deducting offering expenses and subject to satisfaction of closing conditions.

Q: What is the price per ADS in Jianzhi Education’s (JZ) offering?

Each ADS in the offering is priced at $0.45. At this price, the sale of 12,000,000 ADSs is expected to generate approximately $5.4 million in gross proceeds for the company, before offering expenses.

Q: How will Jianzhi Education (JZ) use the net proceeds from the offering?

The company intends to use net proceeds for working capital and general corporate purposes, including supporting business operations, content and product development, marketing activities, and other general corporate needs described in the report.

Q: Is Jianzhi Education’s (JZ) registered direct offering already closed?

The offering’s closing is subject to closing conditions set forth in the securities purchase agreement. Completion will occur only after those specified conditions are satisfied, as referenced in the attached form of the agreement.

Q: Under which registration statement is Jianzhi Education’s (JZ) offering being made?

The transaction is being conducted under the company’s registration statement on Form F-3 (File No. 333-283260). This Form 6-K is incorporated by reference into that registration statement and becomes part of it.

Jianzhi Education Technology Group Company Limited entered into a securities purchase agreement on August 13, 2026 for a registered direct offering of 12,000,000 American Depositary Shares at an offering price of $0.45 per ADS.

Filing Impact

(Neutral)

Filing Sentiment

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Form Type

6-K

Rhea-AI Filing Summary

Jianzhi Education Technology Group Company Limited entered into a securities purchase agreement on August 13, 2026 for a registered direct offering of 12,000,000 American Depositary Shares at an offering price of $0.45 per ADS. The transaction is expected to generate approximately $5.4 million in gross proceeds to the company before expenses and is subject to closing conditions specified in the purchase agreement.

The company currently intends to use the net proceeds for working capital and general corporate purposes, including supporting business operations, content and product development, marketing activities, and other general corporate needs. The transaction is conducted under the company’s existing registration statement on Form F-3, into which this report is incorporated by reference.

Key Figures

ADSs offered: 12,000,000 ADSs Offering price per ADS: $0.45 per ADS Gross proceeds: approximately $5.4 million +2 more

5 metrics

ADSs offered 12,000,000 ADSs Number of American Depositary Shares to be sold in the offering

Offering price per ADS $0.45 per ADS Fixed offering price for each American Depositary Share

Gross proceeds approximately $5.4 million Expected gross proceeds to the company before offering expenses

Registration statement Form F-3, File No. 333-283260 Shelf registration statement into which this report is incorporated

Offering date reference August 13, 2026 Date the company entered into the securities purchase agreement

Key Terms

Registered Direct Offering, American Depositary Shares, securities purchase agreement, registration statement on Form F-3

4 terms

Registered Direct Offering financial

"Registered Direct Offering On August 13, 2026, Jianzhi Education..."

A registered direct offering is a way for a company to sell new shares of its stock directly to select investors with regulatory approval. This method allows the company to raise funds quickly and efficiently without needing a public auction, similar to offering exclusive access to a limited number of buyers. For investors, it often provides an opportunity to purchase shares at a favorable price, while giving the company immediate access to capital.

American Depositary Shares financial

"the Company agreed to sell 12,000,000 American Depositary Shares..."

American depositary shares (ADSs) are a way for investors in the United States to buy shares of foreign companies without dealing with international markets directly. They represent ownership in a foreign company's stock and are traded on U.S. stock exchanges, making it easier for American investors to buy, sell, and own parts of companies from around the world.

securities purchase agreement financial

"entered into that certain securities purchase agreement (the “Purchase Agreement”)"

A securities purchase agreement is a written contract between a buyer and a seller outlining the terms for buying or selling financial assets such as stocks or bonds. It specifies details like the price, quantity, and conditions of the transaction, similar to a shopping list with agreed-upon terms. For investors, it provides clarity and legal protection when transferring ownership of these financial instruments.

registration statement on Form F-3 regulatory

"incorporated by reference into the registration statement on Form F-3 of the Company"

A registration statement on Form F-3 is a streamlined filing used by eligible foreign companies to register securities for sale in the U.S., often as a “shelf” that lets them offer shares quickly when market conditions are right. For investors it matters because it signals that the company can raise capital on short notice—potentially increasing liquidity but also the risk of share dilution if new stock is issued—similar to a company keeping a pre-approved credit line ready to use.

Offering Details

shelf · 12,000,000 ADSs; approximately $5.4 million gross proceeds

Offering

Offering Type shelf

Securities Offered American Depositary Shares

Offering Amount 12,000,000 ADSs; approximately $5.4 million gross proceeds

Use of Proceeds Working capital and general corporate purposes, including business operations, content and product development, marketing activities, and other general corporate needs.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What did Jianzhi Education (JZ) announce in this Form 6-K?

Jianzhi Education announced a registered direct offering of 12,000,000 ADSs at $0.45 per ADS, expected to raise approximately $5.4 million in gross proceeds, subject to closing conditions in the purchase agreement.

How much capital will Jianzhi Education (JZ) raise in the offering?

The company expects to raise approximately $5.4 million in gross proceeds from selling 12,000,000 ADSs at $0.45 per ADS, before deducting offering expenses and subject to satisfaction of closing conditions.

What is the price per ADS in Jianzhi Education’s (JZ) offering?

Each ADS in the offering is priced at $0.45. At this price, the sale of 12,000,000 ADSs is expected to generate approximately $5.4 million in gross proceeds for the company, before offering expenses.

How will Jianzhi Education (JZ) use the net proceeds from the offering?

The company intends to use net proceeds for working capital and general corporate purposes, including supporting business operations, content and product development, marketing activities, and other general corporate needs described in the report.

Is Jianzhi Education’s (JZ) registered direct offering already closed?

The offering’s closing is subject to closing conditions set forth in the securities purchase agreement. Completion will occur only after those specified conditions are satisfied, as referenced in the attached form of the agreement.

Under which registration statement is Jianzhi Education’s (JZ) offering being made?

The transaction is being conducted under the company’s registration statement on Form F-3 (File No. 333-283260). This Form 6-K is incorporated by reference into that registration statement and becomes part of it.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Available on EDGAR 08/14/2026 - 08:31 AM Accepted by SEC EDGAR 08/14/2026 - 08:30 AM

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 August 2026

Commission File Number: 001-41445

Jianzhi Education Technology Group Company Limited

15/F, Tower A, Yingdu Building, Zhichun Road
Haidian District, Beijing 100086
People’s Republic of China

+86 10 58732560

(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 ☐

Registered Direct Offering

On August 13, 2026, Jianzhi Education Technology Group Company Limited (the “Company”) entered into that certain securities purchase agreement (the “Purchase Agreement”) with certain purchasers thereto, pursuant to which the Company agreed to sell 12,000,000 American Depositary Shares (the “ADSs”) (the “Offering”). The offering price for each ADS is $0.45. The gross proceeds to the Company from the Offering are approximately $5.4 million before deducting estimated Offering expenses.

The Company currently intends to use the net proceeds from the Offering for working capital and general corporate purposes, including but not limited to supporting business operations, content and product development, marketing activities, and other general corporate needs. The closing of the Offering is subject to certain closing conditions set forth in the Purchase Agreement.

A copy of the form of the Purchase Agreement is attached hereto as Exhibit 10.1. The foregoing summary of the terms of the form of the Purchase Agreement is subject to, and qualified in its entirety by, such document.

A copy of the legal opinion delivered by the Company’s Cayman Islands counsel Conyers Dill & Pearman is attached hereto as Exhibit 5.1.

This current report on Form 6-K is incorporated by reference into the registration statement on Form F-3 of the Company (File No. 333-283260) and shall be a part thereof from the date on which this current report is furnished, to the extent not superseded by documents or reports subsequently filed or furnished.

Exhibits

Exhibit No.		Description
5.1		Legal Opinion of Conyers Dill & Pearman
10.1		Form of Purchase Agreement

SIGNATURE

Pursuant to the requirements of the Securities and Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

	JIANZHI EDUCATION TECHNOLOGY GROUP COMPANY LIMITED

	By:	/s/ Peixuan Wang
	Name:	Peixuan Wang
	Title:	Chairwoman of the Board

Date: August 14, 2026

Source: View Original Filing on SEC EDGAR

Filing Exhibits & Attachments

2 documents

Agreements & Contracts

EX-10.1 FORM OF PURCHASE AGREEMENT 158.0 KB