Luda Technology files 20-F amendment for certifications

Luda Technology Group Limited filed Amendment No. 2 to its Form 20-F annual report for the year ended December 31, 2025.

Rhea-AI Filing Summary

Luda Technology Group Limited filed Amendment No. 2 to its Form 20-F annual report for the year ended December 31, 2025. The amendment is solely to add Exhibit 12.1, the Chief Executive Officer certification, and Exhibit 12.2, the Chief Financial Officer certification required under Rule 13a-14(a). No financial statements or other disclosures from the original filing or Amendment No. 1 are changed, and the amendment does not reflect events after the original filing date. The company’s ordinary shares trade on NYSE American under the symbol LUD, with 22,690,000 ordinary shares outstanding as of December 31, 2025 and as of the date of the annual report.

Key Figures

Ordinary shares outstanding: 22,690,000 shares Ordinary shares outstanding at report date: 22,690,000 shares Par value per share (HKD): HK$0.25 per share +2 more

5 metrics

Ordinary shares outstanding 22,690,000 shares Issued and outstanding as of December 31, 2025

Ordinary shares outstanding at report date 22,690,000 shares Issued and outstanding as of the date of the annual report

Par value per share (HKD) HK$0.25 per share Ordinary shares par value

Par value per share (USD equivalent) US$0.03 per share Ordinary shares par value equivalent

Commission file number 001-42289 SEC file number for Luda Technology Group Limited

Key Terms

Form 20-F/A, Section 302 of the Sarbanes-Oxley Act of 2002, Rule 13a-14(a), Section 13 or 15(d) of the Securities Exchange Act of 1934, +1 more

5 terms

Form 20-F/A regulatory

"This Amendment No. 2 to Form 20-F (the “Form 20-F/A”) amends our annual report"

Form 20-F/A is an amended annual filing that a foreign company submits to the U.S. Securities and Exchange Commission to correct, clarify, or add information to a previously filed Form 20-F. For investors, an amendment matters because it signals that earlier disclosures changed or were incomplete—like a corrected instruction manual—and those updates can alter how you judge the company’s finances, risks, governance or legal standing, potentially affecting the stock’s value.

Section 302 of the Sarbanes-Oxley Act of 2002 regulatory

"Chief Executive Officer Certification pursuant to Section 302 of the Sarbanes-Oxley Act of 2002"

Rule 13a-14(a) regulatory

"Certification of Principal Financial Officer of the Company required by Rule 13a-14(a)"

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

"ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934"

emerging growth company financial

"See definition of “large accelerated filer,” “accelerated filer,” and “emerging growth company” in Rule 12b-2"

An emerging growth company is a recently public or smaller public firm that qualifies for temporary, lighter regulatory and disclosure rules to reduce the cost and effort of being public. For investors, it means the company may provide less historical financial detail and face fewer reporting requirements than larger firms, so it can grow more quickly but also carries higher uncertainty—like buying a promising early-stage product with fewer user reviews.

FAQ

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

What is the purpose of Luda Technology (LUD) Form 20-F/A Amendment No. 2?

The amendment’s sole purpose is to file CEO and CFO certifications as Exhibits 12.1 and 12.2. These certifications are required under Rule 13a-14(a) and do not alter the company’s previously filed financial or other disclosures.

Does Luda Technology’s latest 20-F amendment change any 2025 financial information?

No, the amendment does not modify or update any financial or other information in the original 2025 annual report or Amendment No. 1. It only adds the Chief Executive Officer and Chief Financial Officer Sarbanes-Oxley Section 302 certifications.

How many Luda Technology (LUD) ordinary shares are outstanding in the 2025 report?

The report states that 22,690,000 ordinary shares were issued and outstanding as of December 31, 2025. It also notes that the same 22,690,000 ordinary shares remained issued and outstanding as of the date of the annual report.

On which exchange are Luda Technology’s ordinary shares listed and under what symbol?

Luda Technology’s ordinary shares are listed on the NYSE American LLC under the trading symbol LUD. The shares have a par value of HK$0.25, which is described as equivalent to US$0.03 per share in the filing.

What specific exhibits are added by Luda Technology’s Form 20-F/A Amendment No. 2?

The amendment adds Exhibit 12.1, the Chief Executive Officer Certification pursuant to Section 302 of the Sarbanes-Oxley Act of 2002, and Exhibit 12.2, the Chief Financial Officer Certification pursuant to the same Sarbanes-Oxley Section 302 requirement.

Who signed Luda Technology’s Form 20-F/A Amendment No. 2 and in what capacity?

The amendment was signed on behalf of Luda Technology Group Limited by Ma Biu as Chief Executive Officer. The signature block confirms Ma Biu’s role and includes the date the amendment was executed, consistent with SEC signature requirements.

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Accepted by SEC EDGAR 07/06/2026 - 08:01 AM Learn about SEC filing dates

20-F/A 00000 00000 0001984124 true FY 0001984124 2025-01-01 2025-12-31 0001984124 2025-12-31 0001984124 dei:BusinessContactMember 2025-01-01 2025-12-31 xbrli:shares

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 20-F/A

(Amendment No. 2)

☐ REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934

OR

☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the fiscal year ended December 31, 2025

OR

☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from _________ to _________.

OR

☐ SHELL COMPANY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

Date of event requiring this shell company report:

Commission file number: 001-42289

LUDA TECHNOLOGY GROUP LIMITED

(Exact name of Registrant as Specified in its Charter)

Cayman Islands

(Jurisdiction of Incorporation or Organization)

Rooms 1604-1605, 16/F, YF Life Centre
38 Gloucester Road, Wanchai
Hong Kong

(Address of Principal Executive Offices)

Ma Biu, Chief Executive Officer
Rooms 1604-1605, 16/F, YF Life Centre
38 Gloucester Road, Wanchai

Hong Kong
+ 852 2994 8774

Email: ir@ludahk.com

(Name, Telephone, E-mail and/or Facsimile Number and Address of Company Contact Person)

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

Title of each class		Trading Symbol(s)		Name of each exchange on which registered
Ordinary Shares, par value HK$0.25 (equivalent to US$0.03)		LUD		NYSE American LLC

Securities registered or to be registered pursuant to Section 12(g) of the Act:

None

(Title of Class)

Securities for which there is a reporting obligation pursuant to Section 15(d) of the Act:

None

(Title of Class)

Indicate the number of outstanding shares of each of the issuer’s classes of capital or common stock as of the close of the period covered by the annual report.

As of December 31, 2025, there were 22,690,000 ordinary shares issued and outstanding, par value HK$0.25 (equivalent to US$0.03) per share. As of the date of this annual report, there were 22,690,000 ordinary shares issued and outstanding.

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes ☐ No ☒

If this report is an annual or transition report, indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934. Yes ☐ No ☒

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or an emerging growth company. See definition of “large accelerated filer,” “accelerated filer,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer ☐ Accelerated filer ☐ Non-accelerated filer ☒ Emerging growth company ☒

If an emerging growth company that prepares its financial statements in accordance with U.S. GAAP, 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. ☐

† The term “new or revised financial accounting standard” refers to any update issued by the Financial Accounting Standards Board to its Accounting Standards Codification after April 5, 2012.

Indicate by check mark whether the registrant has filed a report on and attestation to its management’s assessment of the effectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm that prepared or issued its audit report. ☐

If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of the registrant included in the filing reflect the correction of an error to previously issued financial statements. ☐

Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-based compensation received by any of the registrant’s executive officers during the relevant recovery period pursuant to §240.10D-1(b). ☐

Indicate by check mark which basis of accounting the registrant has used to prepare the financial statements included in this filing:

☒ U.S. GAAP ☐ International Financial Reporting Standards as issued by the
International Accounting Standards Board ☐ Other

If “Other” has been checked in response to the previous question, indicate by check mark which financial statement item the registrant has elected to follow: Item 17 ☐ Item 18 ☐

If this is an annual report, indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).

Yes ☐ No ☒

(APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY PROCEEDINGS DURING THE PAST FIVE YEARS)

Indicate by check mark whether the registrant has filed all documents and reports required to be filed by Sections 12, 13 or 15(d) of the Securities Exchange Act of 1934 subsequent to the distribution of securities under a plan confirmed by a court. Yes ☐ No ☐

EXPLANATORY NOTE 

This Amendment No. 2 to Form 20-F (the “Form 20-F/A”) amends our annual report on Form 20-F for the year ended December 31, 2025 (the “Annual Report”), which was originally filed with the U.S. Securities and Exchange Commission on May 15, 2026, as amended by Amendment No. 1 on Form 20-F/A, as filed with the SEC on June 26, 2026 (“Amendment No. 1”). The Amended Filing is solely to file Exhibit 12.1, the certification of the Principal Executive Officer and Exhibit 12.2, Certification of Principal Financial Officer of the Company required by Rule 13a-14(a).

Except as described above, this Form 20-F/A does not modify, amend or update the Original Filing or Amendment No. 1 (including, without limitation, the financial or other information contained therein). This Form 20-F/A does not reflect any events that have occurred on or after the date of the Original Filing.1

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ITEM 19. EXHIBITS

The exhibits filed with this amendment to the annual report are listed in the exhibit index below.

EXHIBIT INDEX

12.1*		Chief Executive Officer Certification pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
12.2*		Chief Financial Officer Certification pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

2

SIGNATURES

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.

	Luda Technology Group Limited
	By:	/s/ Ma Biu
	Name:	Ma Biu
	Title:	Chief Executive Officer
Date: July 6, 2026

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