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 February 2026
Commission
file number: 001-42466
3 E NETWORK TECHNOLOGY GROUP LIMITED
(Exact name of
registrant as specified in its charter)
No.118 Connaught Road West, 3003-2
Hong Kong, China, 999077
(Address of Principal
Executive Offices)
Indicate by
check mark whether the registrant files or will file annual reports under cover Form 20-F or Form 40-F.
Form 20-F ☒ Form
40-F ☐
Entry into a Material Definitive Agreement
On or about
February 11, 2026, 3 E Network Technology Group Limited (the “Company”) entered into
a securities purchase agreement (the “ELOC Purchase Agreement”) with an institutional
investor (the “Investor”), pursuant to which the Company has the right, but not the
obligation, to issue and sell, from time to time, Class A ordinary shares of the Company to the Investor for aggregate gross proceeds
of up to US$20 million, representing an equity line of credit facility (the “ELOC”).
Pursuant to
the ELOC Purchase Agreement, the Company may, at its discretion, deliver one or more purchase notices to the Investor from time to time,
requiring the Investor to purchase a specified number of ordinary shares, subject to the satisfaction of customary conditions precedent
set forth in the ELOC Purchase Agreement, including an effective resale registration statement registering the Investor’s resale
of the shares. The purchase price for any ordinary shares sold under the ELOC will be determined in accordance with the pricing provisions
set forth in the ELOC Purchase Agreement, which are based on the market price of the Company’s ordinary shares during the applicable
measurement period.
The ELOC provides
the Company with flexible access to capital over the 24-month term of the facility. Proceeds from any sales of ordinary shares under the
ELOC may be used by the Company for general corporate purposes, including working capital, project development, production financing,
and other strategic initiatives.
Safe Harbor Statement
Certain statements
in this announcement are forward-looking statements. These forward-looking statements involve known and unknown risks and uncertainties
and are based on the Company’s current expectations and projections about future events that the Company believes may affect its
financial condition, results of operations, business strategy and financial needs. Investors can identify these forward-looking statements
by words or phrases such as “approximates,” “assesses,” “believes,” “hopes,” “expects,”
“anticipates,” “estimates,” “projects,” “intends,” “plans,” “will,”
“would,” “should,” “could,” “may” or similar expressions. The Company undertakes no obligation
to update or revise publicly any forward-looking statements to reflect subsequent occurring events or circumstances, or changes in its
expectations, except as may be required by law. Although the Company believes that the expectations expressed in these forward-looking
statements are reasonable, it cannot assure you that such expectations will turn out to be correct, and the Company cautions investors
that actual results may differ materially from the anticipated results and encourages investors to review other factors that may affect
its future results in the Company’s registration statement and other filings with the U.S. Securities and Exchange Commission.
Exhibit Index
| Exhibit No. |
|
Description |
| 10.1 |
|
Form
of ELOC Purchase Agreement |
| 99.1 |
|
Press Release |
Signature
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.
| |
3 E Network Technology Group Limited |
| |
|
| |
By: |
/s/ Tingjun Yang |
| |
Name: |
Tingjun Yang |
| |
Title: |
Chief Executive Officer, Director |
Date: February
13, 2026
Exhibit 99.1
3 E Network Enters ELOC Agreement for Up to
$20 Million with Institutional Investor
Hong Kong, China, February 13, 2026 (GLOBE NEWSWIRE)—
3 E Network Technology Group Limited (Nasdaq: MASK, “3 E” or the “Company”), a business-to-business (“B2B”)
information technology (“IT”) business solutions provider advancing toward next-generation artificial intelligence (“AI”)
infrastructure solutions, announced that, on February 11, 2026, it entered into a securities purchase agreement (the “ELOC Purchase
Agreement”) with an institutional investor (the “Investor”), pursuant to which the Company has the right, but not the
obligation, to issue and sell, from time to time, Class A ordinary shares of the Company to the Investor for aggregate gross proceeds
of up to US$20 million, representing an equity line of credit facility (the “ELOC”).
Pursuant to the ELOC Purchase Agreement, the Company
may, at its discretion, deliver one or more purchase notices to the Investor from time to time, requiring the Investor to purchase a specified
number of ordinary shares, subject to the satisfaction of customary conditions precedent set forth in the ELOC Purchase Agreement, including
an effective resale registration statement registering the Investor’s resale of the shares. The purchase price for any ordinary
shares sold under the ELOC will be determined in accordance with the pricing provisions set forth in the ELOC Purchase Agreement, which
are based on the market price of the Company’s ordinary shares during the applicable measurement period.
The ELOC provides the Company with flexible access
to capital over the 24-month term of the facility. Proceeds from any sales of ordinary shares under the ELOC may be used by the Company
for general corporate purposes, including working capital, project development, production financing, and other strategic initiatives.
About 3 E Network Technology Group Limited
3 E Network Technology Group Limited is a business-to-business
(“B2B”) information technology (“IT”) business solutions provider, committed to becoming a next-generation artificial
intelligence (“AI”) infrastructure solutions provider. It upholds the industry consensus of “AI and energy symbiosis”
and has excellent vision in the field of energy investment. The Company’s business comprises two main portfolios: the data center
operation services portfolio and the software development portfolio. For more information, please visit the Company’s website at
https://3emask.com/.
Forward-Looking Statements
Certain statements in this announcement are forward-looking
statements. These forward-looking statements involve known and unknown risks and uncertainties and are based on the Company’s current
expectations and projections about future events that the Company believes may affect its financial condition, results of operations,
business strategy and financial needs. Investors can identify these forward-looking statements by words or phrases such as “approximates,”
“assesses,” “believes,” “hopes,” “expects,” “anticipates,” “estimates,” “projects,”
“intends,” “plans,” “will,” “would,” “should,” “could,” “may” or
similar expressions. The Company undertakes no obligation to update or revise publicly any forward-looking statements to reflect subsequent
occurring events or circumstances, or changes in its expectations, except as may be required by law. Although the Company believes that
the expectations expressed in these forward-looking statements are reasonable, it cannot assure you that such expectations will turn out
to be correct, and the Company cautions investors that actual results may differ materially from the anticipated results and encourages
investors to review other factors that may affect its future results in the Company’s registration statement and other filings with the
U.S. Securities and Exchange Commission.
For more information, please contact:
3 E Network Technology Group Limited
Investor Relations Department
Email: ird@3emask.com
Website: https://3emask.com/
