Welcome to our dedicated page for OFA Group SEC filings (Ticker: OFAL), 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 OFA Group (NASDAQ: OFAL) SEC filings page on Stock Titan provides access to the company’s official regulatory disclosures as a foreign private issuer. OFA Group files reports on Form 20-F and Form 6-K under the Securities Exchange Act of 1934, documenting material events, financing arrangements, shareholder approvals, and changes to its capital structure as it builds an integrated architecture, AI, real-estate, and digital-asset business.
In these filings, investors can review details of OFA Group’s equity line of credit facility, which allows the company to sell ordinary shares to an institutional investor and directs a significant portion of net proceeds into a cryptocurrency-focused treasury strategy. The filings also describe a Securities Purchase Agreement for Series A Convertible Preferred Shares, including terms on conversion pricing, dividend rights, ranking, covenants, and triggering events that govern redemptions and default conditions.
OFA Group’s Form 6-K reports further outline shareholder-approved changes such as increases in authorized share capital, the re-designation of ordinary shares into Class A and Class B classes, adoption of a second amended and restated memorandum and articles of association, issuance of Class B ordinary shares, and the establishment of a digital asset treasury. Voting results from extraordinary general meetings are recorded in detail, providing transparency into shareholder support for these measures.
Regulatory and listing matters are also captured in the filings, including a Nasdaq notification regarding non-compliance with the minimum bid price requirement and the associated compliance period. Additional 6-Ks cover joint venture letters of intent for real-estate development, notices of shareholder meetings, and press releases that are incorporated by reference.
On Stock Titan, these filings are paired with AI-powered summaries that highlight key terms, structural features, and potential implications for shareholders. Users can quickly identify important provisions in OFA Group’s 6-Ks and related documents, while still having direct access to the full text as filed on EDGAR for deeper analysis.
OFA Group director and Chief Executive Officer Wong Li Hsien has filed an initial ownership report showing indirect control of 1,649,445 Class A ordinary shares. These shares are held by FNHK Inc., over which he exercises voting and dispositive power and is deemed the beneficial owner.
OFA Group disclosed the initial holdings of major shareholder R-OPUS Inc. in a Form 3. R-OPUS Inc. reports ownership of 4,412,222 Class A ordinary shares of OFA Group. The filing states that Weiyi Yu, as Director of R-OPUS Inc., exercises voting and dispositive power over these shares and is deemed the beneficial owner.
OFA Group filed Amendment No. 1 to its Form F-1 registering the resale of up to 35,000,000 Class A Ordinary Shares issuable upon conversion of Series A Convertible Preferred Shares, to be sold from time to time by specified selling shareholders. The prospectus states the company will not receive proceeds from these resales and that sales may occur at market or negotiated prices after the registration statement is declared effective. The filing discloses the PIPE/Preferred facility (aggregate stated value up to $50,000,000), registration rights for conversion shares, Nasdaq listing under the symbol OFAL, and a cited closing price of $0.438 on March 18, 2026. The prospectus highlights risks including regulatory uncertainty related to PRC/Hong Kong rules and the company’s digital-asset and AI development initiatives.
OFA Group director files initial ownership report
OFA Group director Chiang John filed a Form 3, which is an initial statement of beneficial ownership for insiders. The filing does not report any transactions or derivative positions, serving mainly to register his status as a reporting insider for the company.
Registration of up to 23,000,000 Class A ordinary shares for resale by selling shareholders, including Atsion Opportunity Fund LLC – Series 1 and IB Capital LLC.
The prospectus states these shares are being registered for resale and that the Company will not receive proceeds from those resale sales. The registration also describes an equity facility under which the Company may sell Class A ordinary shares to Atsion, potentially generating gross proceeds of up to $100,000,000, subject to the Purchase Agreement and other conditions.
The filing discloses material risks tied to operating in Hong Kong and potential PRC regulatory uncertainty, and notes Nasdaq notified the Company of a minimum bid price deficiency with a compliance period through June 9, 2026.
Greentree Financial Group reports beneficial ownership of 837,000 Class A Ordinary Shares of OFA Group, representing approximately 5.88% of the Class A shares as of February 27, 2026. The filing states the 837,000 shares are owned directly and that the denominator is 14,223,611 Class A Ordinary Shares outstanding as of December 31, 2025. The filing also notes that partners of Greentree Financial Group, Inc. are entitled to receive dividends or proceeds from securities held for the account of the filer in accordance with their ownership interests.
OFA Group reported a sharp scale-up for the six months ended September 30, 2025, with revenue rising to $634,222, up about 405% from the prior-year period, driven mainly by new commercial design and fit-out projects. Gross profit increased to $204,157, and gross margin improved to 32.2%, but heavy investments pushed the company to a much larger net loss of $3,432,452 versus $192,862 a year earlier.
Total operating expenses jumped to $3.64M, reflecting higher professional fees tied to U.S. GAAP/SEC compliance, expanded U.S. headquarters operations, marketing after the IPO, and higher salaries. The company completed its IPO, raising net proceeds of about $15.3M, and ended the period with cash of $505,786 and negative working capital of $3.19M, while stating it expects to meet liquidity needs over the next 12 months.
OFA also committed to building its AI-powered OFA system under a co-development agreement with Alan to AI Consultancy Co. Limited totaling $14,993,500, of which $11,994,800 has been paid. In return, it received a perpetual, royalty-free software license with five-year exclusivity in North America and Hong Kong and an option, not currently planned to be exercised, to acquire related IP rights or equity in the contractor.
OFA Group has filed a Form F-1 to register up to 35,000,000 Class A Ordinary Shares for resale by Greentree Financial Group and TriCore Foundation. These shares are issuable upon conversion of up to $50,000,000 in stated value of Series A Convertible Preferred Shares sold or available to be sold under an October 29, 2025 purchase agreement. OFA is not selling shares in this prospectus and will not receive proceeds from the selling shareholders’ sales, though it has already raised $1,350,000 in gross proceeds from preferred stock sales and may raise up to an additional $43,650,000 under that facility.
The Cayman holding company operates through a Hong Kong subsidiary and highlights extensive legal and regulatory risks tied to PRC policy shifts, CSRC filing uncertainties, HFCA Act enforcement, data privacy, and Hong Kong competition law. The company is also building an AI-enabled “OFA QikBIM” platform, has begun accepting cryptocurrency payments, and plans a sizable digital‑asset treasury and real‑world‑asset tokenization strategy. Control is concentrated, with three main shareholders able to exercise about 98.73% of voting power through Class A and super‑voting Class B shares.