What exhibit did XMax Inc. file with this 8-K related to ethics?

XMax Inc. filed Exhibit 14.1 titled “Code of Business Conduct and Ethics.” The report also references Exhibit 104, which is the cover page interactive data file embedded within the Inline XBRL document, supporting structured electronic reporting requirements.

XMax Inc. (Nasdaq: XWIN) adopts updated Code of Business Conduct and Ethics

Filing Impact

(Moderate)

Filing Sentiment

(Neutral)

Form Type

8-K

Rhea-AI Filing Summary

XMax Inc. filed a current report describing Board approval of an amended and restated Code of Business Conduct and Ethics on April 30, 2026. The revised code applies to all employees, officers, directors, and certain third parties acting for the company.

The company states the changes reflect what it considers current best practices and make technical, administrative, non-substantive updates, and that adoption did not involve any waiver of provisions in the prior code. The full revised code is filed as Exhibit 14.1 and is also posted in the Investor Relations section of the company’s website.

8-K Event Classification

2 items: 5.05, 9.01

2 items

Item 5.05 Amendments to the Registrant's Code of Ethics, or Waiver of a Provision of the Code of Ethics Governance

The company amended or granted a waiver from its code of ethics for senior financial officers.

Item 9.01 Financial Statements and Exhibits Exhibits

Financial statements, pro forma financial information, and exhibit attachments filed with this report.

Key Figures

Par value per share: $0.001 per share Ethics code exhibit: Exhibit 14.1 Inline XBRL exhibit: Exhibit 104

3 metrics

Par value per share $0.001 per share Common Stock par value disclosed for Nasdaq listing

Ethics code exhibit Exhibit 14.1 Code of Business Conduct and Ethics filed with report

Inline XBRL exhibit Exhibit 104 Cover Page Interactive Data File embedded in document

Key Terms

Code of Business Conduct and Ethics, emerging growth company, Inline XBRL, Nasdaq Stock Market

4 terms

Code of Business Conduct and Ethics financial

"approved the amended and restated Code of Business Conduct and Ethics of the Company"

emerging growth company regulatory

"Emerging growth company Securities registered pursuant to Section 12(b)"

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.

Inline XBRL technical

"Cover Page Interactive Data File (embedded within the Inline XBRL document)"

Inline XBRL is a file format for financial filings that embeds machine-readable data tags directly inside the human-readable report, so the same document can be read by people and parsed by software. For investors it makes extracting, comparing and verifying financial numbers faster and more reliable—like a grocery list where each item also has a barcode—reducing manual errors and speeding up analysis.

Nasdaq Stock Market market

"Common Stock, par value $0.001 per share | | XWIN | | Nasdaq Stock Market"

The Nasdaq Stock Market is a place where many companies' shares are bought and sold, functioning like a marketplace for investing in businesses. It matters to investors because it provides a platform to buy and sell ownership stakes in companies, helping people grow their wealth or fund business growth. Known for hosting many technology and innovative companies, it is a key indicator of the health of those sectors.

Understanding 8-K Material Events →

05/06/2026 - 04:30 PM

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

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

Date of Report (Date of earliest event reported): April 30, 2026

XMAX Inc.

(Exact name of registrant as specified in its charter)

Nevada	001-36259	90-0746568
(State or Other Jurisdiction	(Commission	(I.R.S. Employer
of Incorporation)	File Number)	Identification No.)

6565 E. Washington Blvd., Commerce, CA 90040

(Address of Principal Executive Office) (Zip Code)

(323) 888-9999

(Registrant’s telephone number, including area code)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, 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. ☐

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

Title of each class		Trading Symbol(s)		Name of each exchange on which registered
Common Stock, par value $0.001 per share		XWIN		Nasdaq Stock Market

Item 5.05 Amendments to the Registrant’s Code of Ethics, or Waiver of a Provision of the Code of Ethics.

On April 30, 2026, the Board of Directors (the “Board”) of XMax Inc. (the “Company”) approved the amended and restated Code of Business Conduct and Ethics of the Company (the “Revised Code”). The Revised Code applies to all employees, officers and directors of the Company, as well as to the Company’s agents, representatives and consultants when they are acting on the Company’s behalf. The Revised Code was adopted to reflect what the Company considers to be current best practices and policies for an operating company and to make certain technical, administrative, non-substantive amendments to the prior Code of Business Conduct and Ethics. The adoption of the Revised Code did not relate to or result in any waiver, explicit or implicit, of any provision of the prior Code of Business Conduct and Ethics.

The above description of the Revised Code does not purport to be complete and is qualified in its entirety by reference to the full text of the Revised Code, a copy of which is filed as Exhibit 14.1 hereto and incorporated herein by reference. The Revised Code is also available on the Company’s website (Xmax.com) under Investor Relations section. The contents of the Company’s website are not incorporated by reference in this report or made a part hereof for any purpose.

Item 9.01 Financial Statements and Exhibits

(d) Exhibits

Exhibit No.		Exhibit Title or Description
14.1		Code of Business Conduct and Ethics
104		Cover Page Interactive Data File (embedded within the Inline XBRL document).

SIGNATURES

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.

	XMax Inc.

	/s/ Xiaohua Lu
	Xiaohua Lu
	Chief Executive Officer

May 6, 2026

Source: View Original Filing on SEC EDGAR

FAQ

What did XMax Inc. (NVFY) change in its Code of Business Conduct and Ethics?

XMax Inc. approved an amended and restated Code of Business Conduct and Ethics. The company explains the revisions reflect what it considers current best practices and policies for an operating company and consist of technical, administrative, non-substantive updates to the prior code.

Who is covered by XMax Inc.’s revised Code of Business Conduct and Ethics?

The revised code applies to all XMax Inc. employees, officers, and directors. It also covers the company’s agents, representatives, and consultants when they act on the company’s behalf, broadening formal expectations for ethical conduct across internal personnel and certain external partners.

Did XMax Inc.’s revised ethics code involve any waivers of the prior code?

No. XMax Inc. states that adopting the revised Code of Business Conduct and Ethics did not relate to or result in any waiver, explicit or implicit, of provisions in the prior code. The filing emphasizes continuity of standards while updating structure and language.

Where can investors access XMax Inc.’s revised Code of Business Conduct and Ethics?

Investors can review the full revised code as Exhibit 14.1 to the report. XMax Inc. also posts the Code of Business Conduct and Ethics on its website, Xmax.com, within the Investor Relations section, though the website content is not incorporated by reference.

On which exchange is XMax Inc.’s common stock listed and under what symbol?

XMax Inc.’s common stock, with a par value of $0.001 per share, is listed on the Nasdaq Stock Market. The trading symbol disclosed in the report for this common stock is XWIN, identifying the company’s listing for market participants.

Filing Exhibits & Attachments

4 documents