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mF International Ltd SEC Filings

MFI Nasdaq

Welcome to our dedicated page for mF International SEC filings (Ticker: MFI), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.

The mF International Limited (Nasdaq: MFI) SEC filings page on Stock Titan provides access to the company’s U.S. regulatory documents, including its annual report on Form 20-F and periodic Form 6-K reports. As a British Virgin Islands foreign private issuer with operating subsidiaries in Hong Kong, mF International uses these filings to report financial results, corporate actions, and material developments related to its trading technology business and digital asset strategy.

In its Form 20-F and accompanying financial statements, the company details its revenue structure across categories such as subscription services, hosting, support and maintenance services, liquidity services, and white label services. Filings also describe the company’s assets, liabilities, capital structure, customer concentration risks, related party transactions, and bank borrowings, giving investors a view into the financial underpinnings of its forex and bullion/commodities trading solutions and SaaS offerings.

Form 6-K reports for mF International frequently cover corporate and capital markets events, including its initial public offering, share consolidation on an 8:1 basis, interactions with Nasdaq’s minimum bid price requirement, and the adoption of the 2025 Share Incentive Plan. Other 6-Ks describe unsecured loan arrangements with the controlling shareholder, strategic partnerships, and the filing of interim financial statements and management’s discussion and analysis for periods such as the six months ended June 30, 2025.

Recent filings also document the company’s digital asset treasury initiatives, including a private placement of class A ordinary shares and pre-funded warrants with accredited institutional investors. These documents outline the intended use of proceeds to acquire Bitcoin Cash (BCH) and to establish digital asset treasury operations, as well as related registration rights agreements.

On Stock Titan, these filings are supplemented by AI-powered summaries that highlight key points from lengthy documents like the Form 20-F and detailed 6-Ks. Users can quickly see how revenue is generated, how share capital and incentives are structured, and how new financings and treasury strategies may affect the company, while still having direct access to the full EDGAR filings for deeper review.

Rhea-AI Summary

mF International Limited filed a Form 6-K highlighting two new digital asset initiatives. The company plans to build in-house Bitcoin Cash self-mining capacity to support its existing digital asset treasury strategy and potentially lower BCH acquisition costs through hardware and energy efficiency.

mF International also intends to apply for a Bermuda Class IILT Insurance License, after first operating in the Bermuda Monetary Authority’s Sandbox under a Class ILT license. If approvals are granted and the business gains market traction, the company aims to offer digital asset-denominated direct life insurance and eventually generate sustainable cash flows.

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mF International Limited reported that two former executives, Mr. Chi Weng Tam and Mr. Tai Wai Stephen Lam, resigned as directors effective January 12, 2026. Both had already stepped down from their executive roles on June 2, 2025 and were not serving on the audit, compensation, or nominating and corporate governance committees. They stated their resignations were for personal reasons and not due to any disagreement with the Company over its operations, policies, or practices. After these changes, the board is composed of two executive directors, the current chief executive officer and chief financial officer, and three independent directors.

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mF International Limited entered into a PIPE financing with institutional investors, agreeing to sell 50 million Class A ordinary shares and pre-funded warrants, raising expected aggregate gross proceeds of $500.0 million before expenses. The shares are priced at $10.00 each, while the pre-funded warrants are priced at $9.99999 with a nominal exercise price of $0.00001 per underlying share and are immediately exercisable with beneficial ownership limits and cashless exercise features.

The company plans to use the net proceeds primarily to acquire bitcoin cash, build its digital asset treasury operations, and for working capital and general corporate purposes. The securities are being sold in a private placement under Section 4(a)(2) of the Securities Act, with a commitment to file a resale registration statement after closing. The filing also references a press release announcing the appointment of a new chief executive officer and director as part of its broader digital asset strategy.

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mF International Limited adopted a new 2025 Share Incentive Plan effective on November 4, 2025. The plan initially reserves 184,046 ordinary shares, equal to 10.0% of shares outstanding as of adoption, and may remain in place until November 3, 2035.

The share pool will automatically adjust after any capital raising transaction so that it continues to represent 10.0% of issued and outstanding shares on an as-converted basis. The compensation committee may grant options, restricted shares, or RSUs up to this limit and set option exercise prices at levels it considers appropriate, including nominal prices. The company notes these grants could have a dilutionary impact on existing holders. The plan is filed as Exhibit 4.1 and incorporated by reference into the company’s Form F-3.

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mF International Limited filed Amendment No. 2 to a Form F-3 shelf registration to offer up to US$700,000,000 of ordinary shares, debt securities, warrants and units from time to time after effectiveness. Any specific terms will be set in future prospectus supplements, and net proceeds from primary sales are intended for general corporate purposes.

The filing cites a public float of approximately $23.34 million based on 525,597 Class A ordinary shares held by non-affiliates at $44.40 per share as of September 15, 2025. Under Form F-3 General Instruction I.B.5, the company states it will not sell more than one-third of its public float in any 12‑month period while float remains below $75.0 million. The Class A ordinary shares trade on Nasdaq as MFI; the October 31, 2025 closing price was $26.94.

Recent developments include the sale of 9,046,892 Class B shares for USD 7,800,000, resulting in the buyer holding approximately 97.73% of aggregate voting power, and an 8:1 share consolidation to 525,597 Class A and 1,130,862 Class B shares. For 2024, revenue was HK$26,085,318 (US$3,358,178) with a net loss of HK$20,210,992 (US$2,601,926).

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registration
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mF International Limited (Nasdaq: MFI) filed Amendment No. 1 to a Form F-3 shelf registration statement to register up to US$700,000,000 of securities, including Class A ordinary shares, debt securities, warrants and units, to be offered from time to time after effectiveness. Offerings may be made via underwriters, dealers, agents or direct sales, with specific terms set in future prospectus supplements. Net proceeds from any primary sale will be used for general corporate purposes and other business opportunities.

The filing notes the company’s public float was approximately US$23.34 million, based on 525,597 Class A ordinary shares held by non‑affiliates and a US$44.40 price on August 13, 2025. Under General Instruction I.B.5, sales in any 12‑month period will not exceed one‑third of the public float while it remains below US$75.0 million. MFI’s Class A shares trade on Nasdaq under “MFI,” and closed at US$33.51 on October 21, 2025. The company highlights risk factors tied to its Hong Kong operations, dual‑class structure, emerging growth company and foreign private issuer status.

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registration
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mF International Ltd completed an IPO on April 24, 2024 raising $5,330,276 net of offering costs and reclassified deferred offering costs of HK$4,497,815 (US$576,643) to equity. The company reports operations and assets primarily in Hong Kong, uses HK$ as reporting currency and translated US$ amounts for convenience at US$1 = HK$7.8499. Allowance for credit losses was HK$966,947 at 12/31/2024 and HK$947,396 (US$120,689) at 6/30/2025. One customer represented approximately 11.2% of revenue for the six months ended 6/30/2025 and accounts receivable concentrations are notable. The board approved an 8-for-1 share consolidation effective for trading on July 10, 2025. Subsequent to period end the company formed two wholly owned subsidiaries and entered an unsecured $1,000,000 term loan from its controlling shareholder due 12/25/2025 at 5% interest.

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mF International Limited disclosed that on August 26, 2025 it entered an unsecured term loan agreement with its controlling shareholder, Fire Lucky Investment Co., Ltd., providing the company with a $1,000,000 loan. The loan carries a 5% per annum interest rate payable at maturity, is due on December 25, 2025, and may be prepaid without penalty with at least ten business days' written notice to Fire Lucky. The audit committee and the board approved the related-party transaction on August 25, 2025. The company furnished the full loan agreement as Exhibit 99.1 to the Form 6-K.

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mF International Limited (Nasdaq: MFI) has filed a Form 6-K to announce an 8-for-1 share consolidation approved on May 30 2025. The action converts the company’s 4,204,775 Class A and 9,046,892 Class B ordinary shares into 525,597 Class A and 1,130,862 Class B shares, respectively. Each Class A share retains one vote, while each Class B share continues to carry 20 votes, so voting power remains proportionate.

The post-consolidation shares will begin trading on the Nasdaq Capital Market at the market open on 10 July 2025 under the unchanged ticker “MFI” but with a new CUSIP: G6065C121. No fractional shares will be issued; holdings not divisible by eight will be rounded up to the next whole share, with no cash paid.

  • Purpose: Although not explicitly stated, reverse splits are commonly used to boost per-share price and safeguard exchange listing status.
  • Capital structure: Total outstanding shares decrease eight-fold but shareholder economic interest is unaffected.
  • Administration: The company will handle rounding at both record-holder and brokerage participant levels.

The filing contains no financial results or operational updates; therefore, the move’s chief significance lies in its potential effect on market perception, liquidity, and Nasdaq compliance.

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Fire Lucky Investment and Dawei Yuan have filed Amendment No. 1 to Schedule 13D reporting the completion of a significant share acquisition in mF International Limited. On June 25, 2025, Fire Lucky acquired 9,046,892 Class B Ordinary Shares at $0.8622 per share for a total consideration of $7.8 million.

Key details of the transaction:

  • Fire Lucky now owns 100% of the company's Class B shares, representing approximately 68.3% of total outstanding Ordinary Shares
  • Dawei Yuan, as sole director and shareholder of Fire Lucky, indirectly benefits from this ownership
  • The share calculation is based on 4,204,775 Class A Shares and 9,046,892 Class B Shares outstanding as of April 23, 2025
  • Both reporting persons share voting and dispositive power over all 9,046,892 Class B shares

This amendment confirms the closing of the previously announced Share Purchase Agreement, marking a significant change in mF International's ownership structure.

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FAQ

What is the current stock price of mF International (MFI)?

The current stock price of mF International (MFI) is $13.21 as of February 15, 2026.

What is the market cap of mF International (MFI)?

The market cap of mF International (MFI) is approximately 662.8M.

MFI Rankings

MFI Stock Data

662.83M
4.20M
Software - Application
Technology
Link
Hong Kong
Wan Chai

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