CEO joins Mingteng International (MTEN) US$950K private share placement

Rhea-AI Filing Summary

Mingteng International Corporation Inc. completed a private placement of 3,800,000 Class A ordinary shares at US$0.25 per share, raising US$950,000 in cash. CEO Yingkai Xu purchased 1,520,000 shares on the same terms as other investors, making this a related party transaction reviewed and approved by the Board as fair and in the best interests of shareholders. The company received the purchase price on April 17, 2026 and issued the new shares on April 21, 2026 in a transaction relying on Section 4(a)(2), Regulation D and Regulation S exemptions from U.S. registration, and it incorporates this update into existing Form S-8 and Form F-3 registration statements.

Insights

Cross-border capital markets analyst

Mingteng raises US$950K via insider‑backed private placement, modest but board‑approved.

Mingteng International Corporation Inc. issued 3,800,000 new Class A ordinary shares at US$0.25, bringing in US$950,000 of cash. This is a small equity financing that modestly increases capital while diluting existing holders by an unspecified percentage.

CEO Yingkai Xu acquired 1,520,000 shares on identical terms to other investors, and the Board determined his participation was fair and in the best interests of shareholders. This alignment can be viewed as routine insider support rather than a transformational event.

The shares were sold in a private placement relying on Section 4(a)(2), Regulation D and Regulation S exemptions, and the transaction is incorporated by reference into existing Form S-8 and Form F-3 registration statements. Future company filings may provide additional context on how the new capital is deployed.

Key Figures

Shares issued: 3,800,000 shares Offer price: US$0.25 per share Gross proceeds: US$950,000 +5 more

8 metrics

Shares issued 3,800,000 shares Class A ordinary shares sold in April 2026 private placement

Offer price US$0.25 per share Sale price for Class A ordinary shares

Gross proceeds US$950,000 Total purchase price paid in cash for the placement

CEO shares purchased 1,520,000 shares Class A ordinary shares bought by CEO Yingkai Xu

Other investor shares 2,280,000 shares Class A ordinary shares bought by remaining investors

Par value US$0.002 per share Par value of Class A ordinary shares

Purchase agreement date April 13, 2026 Date Securities Purchase Agreements were signed

Share issuance date April 21, 2026 Date the Purchased Shares were issued

Key Terms

securities purchase agreements, related party transaction, private placement, Regulation D, +2 more

6 terms

securities purchase agreements financial

"entered into securities purchase agreements (the “Securities Purchase Agreements”) with certain investors"

A securities purchase agreement is a legal contract that spells out the terms when a company sells stocks, bonds, or other investment instruments to buyers. It lays out price, how many securities change hands, any promises or protections for each side, and when the sale is completed—like a detailed sales contract for investments. Investors care because it determines ownership stakes, potential dilution, rights attached to the securities, and conditions that affect the company’s future value.

related party transaction financial

"The participation of Mr. Yingkai Xu in the Securities Purchase Agreements constitutes a related party transaction."

A related party transaction is any deal or transfer of value between a company and people or entities with close ties to it — such as executives, major owners, family members, or affiliated businesses. Investors watch these transactions because they can favor insiders over outside shareholders, skirt fair market pricing, or hide risks; like selling your car to a relative at a friendly price, they require clear disclosure and scrutiny to judge impact on value.

private placement regulatory

"The Purchased Shares were issued in a private placement exempt from the registration requirements"

A private placement is a sale of securities directly to a selected group of investors, typically institutions or accredited investors, instead of through a public offering. It lets a company raise money faster and with fewer regulatory steps; for existing shareholders it matters because the newly issued shares, often sold at a discount, increase the share count and can dilute their ownership.

Regulation D regulatory

"pursuant to Section 4(a)(2) thereof, Regulation D promulgated thereunder and/or Regulation S promulgated thereunder."

Regulation D is a set of rules that govern how companies can raise money from investors without going through the full process required for public stock offerings. It provides simplified options for private placements, making it easier for companies to seek investments from a smaller group of investors. For investors, it offers opportunities to invest in private companies, often with fewer restrictions, but also with different levels of risk and disclosure.

Regulation S regulatory

"Regulation D promulgated thereunder and/or Regulation S promulgated thereunder."

Regulation S is a set of rules that allows companies to sell securities (like shares or bonds) to investors outside the United States without having to follow all U.S. securities laws. It matters because it makes it easier for companies to raise money from international investors while still complying with U.S. regulations.

Section 4(a)(2) regulatory

"pursuant to Section 4(a)(2) thereof, Regulation D promulgated thereunder"

Section 4(a)(2) is a part of U.S. securities laws that allows companies to sell their stock directly to certain investors without registering the sale with regulators. This process is often used for private placements, making it easier and faster for companies to raise money from knowledgeable or institutional investors. It matters to investors because it provides an alternative way to buy shares, often with fewer disclosures and lower costs.

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

See more from StockTitan in Google Search and AI answers. Adds StockTitan as a preferred source · opens Google

Add on Google Not now

Form 6-K: How Foreign Companies Report to the SEC →

Accepted by SEC EDGAR 04/21/2026 - 04:05 PM Learn about SEC filing dates

FAQ

What capital did Mingteng International (MTEN) raise in April 2026?

Mingteng International raised US$950,000 by issuing 3,800,000 Class A ordinary shares at US$0.25 per share. The cash came from a private placement to several investors, including the company’s chief executive officer, on identical terms.

How many new shares did Mingteng International (MTEN) issue?

The company issued 3,800,000 Class A ordinary shares in a private placement. These shares were sold at US$0.25 each, increasing the company’s equity base and modestly diluting existing shareholders by an amount not quantified in the disclosure.

What was CEO Yingkai Xu’s role in the Mingteng (MTEN) financing?

CEO Yingkai Xu personally purchased 1,520,000 Class A ordinary shares at US$0.25, matching other investors’ terms. His participation was treated as a related party transaction, reviewed and approved by the Board as fair and in the company’s and shareholders’ best interests.

Was the Mingteng International (MTEN) share sale a registered public offering?

No. The 3,800,000 shares were issued in a private placement exempt from U.S. registration under Section 4(a)(2), Regulation D and Regulation S. The company states the transaction does not itself constitute an offer or sale where such activity would be unlawful.

How is this Mingteng (MTEN) transaction linked to its existing registration statements?

The report states it is incorporated by reference into Mingteng’s Form S-8 filed on November 13, 2024 and Form F-3 filed on June 6, 2025. This ties the disclosed private placement information into those existing shelf and employee benefit registrations for regulatory completeness.

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 ended April 2026

Commission File No. 001-42024

Mingteng International Corporation Inc.

(Translation of registrant’s name into English)

Lvhua Village, Luoshe Town,

Huishan District, Wuxi

Jiangsu Province, China 214189

(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 ☐

On April 13, 2026, Mingteng International Corporation Inc., a Cayman Islands exempted company (the “Company”), entered into securities purchase agreements (the “Securities Purchase Agreements”) with certain investors (the “Investors”), including Mr. Yingkai Xu, the Company’s Chief Executive Officer, relating to the issuance and sale of an aggregate of 3,800,000 Class A ordinary shares (the “Purchased Shares”), par value $0.002 per share, of the Company (the “Class A Ordinary Shares”), at US$0.25 per share, for a total purchase price of US$950,000 (the “Purchase Price”), payable in cash. Of the Purchased Shares, 1,520,000 Class A Ordinary Shares were purchased by Mr. Yingkai Xu, and 2,280,000 Class A Ordinary Shares were purchased by the remaining investors.

The participation of Mr. Yingkai Xu in the Securities Purchase Agreements constitutes a related party transaction. Mr. Xu purchased 1,520,000 Class A Ordinary Shares at the same per share purchase price of US$0.25 as the other Investors participating in the offering, on the same terms and conditions as the other Investors, pursuant to the same form of Securities Purchase Agreement. The Board of Directors of the Company reviewed and approved Mr. Xu’s participation in the offering. The Board determined that the terms of Mr. Xu’s participation are fair to, and in the best interests of, the Company and its shareholders.

The Company received the Purchase Price on April 17, 2026 and issued the Purchased Shares on April 21, 2026. The Purchased Shares were issued in a private placement exempt from the registration requirements of the U.S. Securities Act of 1933, as amended, pursuant to Section 4(a)(2) thereof, Regulation D promulgated thereunder and/or Regulation S promulgated thereunder.

The foregoing summary of the Securities Purchase Agreement does not purport to be complete and is qualified in its entirety by reference to the Securities Purchase Agreement, which is filed as Exhibit 10.1 hereto and incorporated herein by reference.

This report does not constitute an offer to sell, or the solicitation of an offer to buy, nor shall there be any sale of these securities in any state or jurisdiction in which such offer, solicitation, or sale would be unlawful prior to the registration or qualification under the securities laws of any such state or jurisdiction.

This report on Form 6-K is incorporated by reference into the Company’s Registration Statement on Form S-8 filed with the Securities and Exchange Commission on November 13, 2024 (Registration No.333-283203) and the Company’s Registration Statement on Form F-3 filed with the Securities and Exchange Commission on June 6, 2025 (Registration No.333-287843).

1

EXHIBIT INDEX

Exhibit No.		Description
10.1		Securities Purchase Agreement Dated April 13, 2026

2

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 hereunto duly authorized.

	Mingteng International Corporation Inc.
Date: April 21, 2026	By:	/s/ Yingkai Xu
	Name:	Yingkai Xu
	Title	Chief Executive Officer

3

Filing Exhibits & Attachments

1 document

Agreements & Contracts

• EX-10.1 SECURITIES PURCHASE AGREEMENT DATED APRIL 13, 2026 123.4 KB