Oriental Culture (NASDAQ: OCG) pauses at-the-market share program for a year

Rhea-AI Filing Summary

Oriental Culture Holding Ltd. is updating investors on its at-the-market share offering program. The company previously established an arrangement with A.G.P./Alliance Global Partners allowing it to sell up to $200 million of ordinary shares. As of February 3, 2026, it has sold 5,666,684 ordinary shares on a post 1-for-220 reverse stock split basis under this program. The company states it has not sold any additional shares since that date and will not sell more ordinary shares through the ATM program for the next 12 months from this report.

Insights

Capital markets and dilution analyst

Routine ATM update; issuance paused for 12 months.

Oriental Culture Holding Ltd. outlines activity under its at-the-market equity program with A.G.P., which permits sales of up to $200 million of ordinary shares. By February 3, 2026, it had issued 5,666,684 shares after a 1-for-220 reverse split.

The company confirms no additional sales have occurred since that date and explicitly commits to refrain from further ATM share sales for the next 12 months from this notice. This limits near-term usage of this specific equity issuance channel.

Actual impact on shareholders depends on how prior ATM issuances compare with total shares outstanding and future capital needs, which are not detailed here. Subsequent disclosures may provide broader context around overall capital structure and funding strategy.

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 March 2026

Commission File Number: 001-39734

Oriental Culture Holding LTD.

Room 1310, Tower B, Harbour View Building
Eastern District, Hong Kong

(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 ☐

INFORMATION CONTAINED IN THIS FORM 6-K REPORT

On December 11, 2025, Oriental Culture Holding Ltd., a Cayman Island exempted company (the “Company”) entered into a sales agreement (the “Sales Agreement”) with A.G.P./Alliance Global Partners (the “Agent”), with respect to an at the market offering program (“ATM Program”), under which the Company may, from time to time in its sole discretion, issue and sell through the Agent, acting as sales agent or principal, up to $200 million of ordinary shares of the Company (the “Ordinary Shares”) as disclosed in the Form 6-K filed by the Company on December 11, 2025.

As of February 3, 2026, the Company has sold 5,666,684 Ordinary Shares (on a post 1 for 220 reverse stock split basis that was effected on January 16, 2026) of the Company in the at-the-market transactions under Sales Agreement. The Company has not sold any shares under the ATM Program since February 3, 2026 and will not sell any more ordinary shares through the ATM Program in the next 12 months from the date hereof.

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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 thereunto duly authorized.

	Oriental Culture Holding LTD.
Date: March 16, 2026	By:	/s/ Yi Shao
	Name:	Yi Shao
	Title:	Chief Executive Officer

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FAQ

What did Oriental Culture Holding Ltd. (OCG) disclose in this Form 6-K?

Oriental Culture Holding Ltd. reported recent activity under its at-the-market share offering program. It described prior sales of ordinary shares through A.G.P./Alliance Global Partners and confirmed it has halted further ATM sales for 12 months from the date of this report.

How many shares has Oriental Culture Holding Ltd. (OCG) sold under its ATM program?

The company has sold 5,666,684 ordinary shares under its ATM program. This figure is presented on a post 1-for-220 reverse stock split basis and reflects at-the-market transactions completed as of February 3, 2026, under the sales agreement with A.G.P./Alliance Global Partners.

What is the maximum size of Oriental Culture Holding Ltd.’s (OCG) ATM program?

The ATM program allows sales of up to $200 million of ordinary shares. This limit is defined in the sales agreement with A.G.P./Alliance Global Partners, under which the company may issue and sell shares from time to time at its discretion, subject to market conditions.

Will Oriental Culture Holding Ltd. (OCG) continue selling shares under the ATM program?

The company states it will not sell more ordinary shares under the ATM program for the next 12 months. It has not sold any shares through the program since February 3, 2026, and commits to a year-long pause from the date of this Form 6-K.

What role does A.G.P./Alliance Global Partners play in OCG’s ATM program?

A.G.P./Alliance Global Partners acts as sales agent or principal for the ATM program. Under the sales agreement, it facilitates at-the-market transactions in Oriental Culture Holding Ltd.’s ordinary shares, executing sales up to the authorized $200 million program limit when the company elects to issue shares.

How does the reverse stock split affect the share count disclosed by Oriental Culture Holding Ltd. (OCG)?

The 5,666,684 shares figure is presented after a 1-for-220 reverse stock split. This reverse split became effective on January 16, 2026, and the company reports ATM sales on this adjusted basis to align with its current share structure.