Next Technology Holding Inc. SEC Filings

Next Technology Holding Inc. has closed a previously announced registered direct offering that raised approximately $157 million in gross proceeds. The company sold 71,381,818 shares of common stock at $1.10 per share and issued pre-funded warrants to purchase up to 71,381,818 shares of common stock at $1.099 per warrant. The transaction, made under an effective shelf registration statement on Form S-3, closed on March 26, 2026. Next Technology Holding describes itself as a technology company focused on a dual-engine strategy of AI-enabled SaaS solutions and digital asset holdings, including Bitcoin.

Next Technology Holding Inc. entered into a definitive securities purchase agreement with twenty investors for a large registered direct equity financing. The Company will issue 71,381,818 shares of common stock at $1.10 per share and pre-funded warrants to purchase up to 71,381,818 additional shares at $1.099 per warrant. Gross proceeds are expected to be approximately $157 million, with closing targeted for March 26, 2026, and the funds earmarked for working capital. Each pre-funded warrant is immediately exercisable at an exercise price of $0.001 per share, subject to a 4.99% beneficial ownership cap, and the securities are being issued under an effective Form S-3 shelf registration and prospectus supplement.

Next Technology Holding Inc. is offering an aggregate of 71,381,818 shares of common stock and pre-funded warrants exercisable for up to 71,381,818 shares in a primary registered offering under a prospectus supplement dated March 25, 2026. The stated public offering prices are $1.10 per share and $1.099 per pre-funded warrant; the offering is expected to raise approximately $156.77 million of net proceeds, which the company intends to use for working capital and, potentially, the acquisition of Bitcoin.

The company reports 4,882,556 shares outstanding prior to the offering and would have 76,264,374 shares outstanding immediately after this offering assuming no exercise of warrants, or 147,646,192 shares if all pre-funded warrants are exercised. The pre-funded warrants include a beneficial ownership limitation of 4.99% per holder. This is a primary offering by the issuer and there is no placement agent or underwriter.

Next Technology Holding Inc. reports results of its recent annual stockholder meeting. Stockholders elected four independent directors — Wenbo Li, Guang Cui, Gwanggeun Jo, and Hsiu Wu — to the Board, with Mr. Wu later chosen as Chairman. All four directors joined the Audit, Compensation, and Nominating Committees, with different directors chairing each committee. Stockholders also ratified CHI-LLTC as the independent registered public accounting firm for the fiscal year ended December 31, 2025. In addition, they approved the Company’s business strategies, including planned capital-raising activities under Form S-3, use and management of digital assets, a long-term share repurchase strategy, and major investment and expansion initiatives. At the meeting, 2,964,713 shares of common stock were represented out of 4,882,556 shares outstanding as of the record date.

Next Technology Holding Inc. is asking stockholders to approve three major items at its March 9, 2026 annual meeting in Hong Kong. Stockholders will vote to elect four new independent directors, fully refreshing the current three-member board, and to ratify CHI-LLTC as the new independent auditor for the year ended December 31, 2025, replacing JWF Assurance PAC.

They are also asked to approve a broad Business Strategies Proposal. This would authorize the board to raise capital under existing Form S-3 registrations, manage and use digital assets such as Bitcoin for operations and services, repurchase up to $300 million of common stock over five years, and pursue sizable investments and expansions in AI, green energy, blockchain, digital-asset financial services, and related SaaS platforms. There were 4,882,556 shares of common stock outstanding as of the January 22, 2026 record date.

Next Technology Holding Inc. is asking stockholders to approve an updated slate of four independent directors, ratify a new auditor, and endorse a wide‑ranging business strategy at its upcoming annual meeting. The proxy, amended mainly to reflect the change of independent registered public accounting firm, seeks support to replace JWF Assurance PAC with CHI‑LLTC for the audit of the year ended December 31, 2025.

Stockholders are also asked to back a broad business strategies proposal. This would authorize capital raising under Form S‑3 where single transactions can exceed 20% of outstanding shares if priced at no more than a 20% discount and do not cause a change of control. The plan covers active use of digital assets such as Bitcoin, a stock repurchase strategy of up to US$300 million over five years, and major investment and expansion initiatives across AI, energy infrastructure, blockchain, digital‑asset financial services, and related SaaS platforms. The Board recommends voting “FOR” all three proposals.

Next Technology Holding Inc. reported that its Audit Committee and management changed the company’s independent registered public accounting firm. Effective January 21, 2026, the company dismissed JWF Assurance PAC and engaged CHI-LLTC as its new auditor for the fiscal year ended December 31, 2025 and future periods.

The company states this change reflects a desire to work with a firm it believes is a better fit and easier to collaborate with, and not due to any dispute. JWF’s audit reports for the years ended December 31, 2024 and 2023 contained no adverse opinions, disclaimers, or qualifications. The company also reports there were no disagreements or reportable events with JWF, and that JWF has provided a letter to the SEC agreeing with these disclosures, which is included as an exhibit.