Welcome to our dedicated page for PTL SEC filings (Ticker: PTLE), 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.
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PTL Limited filed a Form F-3 shelf registration to offer, from time to time after effectiveness, up to $100,000,000 of Class A ordinary shares, share purchase contracts and units, warrants, debt securities, rights, and units. Specific terms, pricing, and proceeds will be set in future prospectus supplements.
The Class A Ordinary Shares trade on Nasdaq as PTLE. On November 5, 2025, the closing price was $0.24, and the company notes recent price volatility. The company reports a public float of approximately $6,297,000 (26,237,500 non‑affiliate shares at $0.24). Under General Instruction I.B.5, primary sales in any 12‑month period are limited to no more than one‑third of public float while it remains below $75 million.
PTL is a BVI holding company; operations are conducted through a wholly owned Hong Kong subsidiary that facilitates marine fuel logistics across Asia Pacific. Counsel advises no PRC permissions are currently required, though PRC/Hong Kong regulatory changes could affect operations or listings. The company received Nasdaq notices for minimum bid price and market value of listed securities deficiencies and has a 180‑day extension through January 14, 2026 to regain compliance; shares are expected to continue trading during this period.
PTL Limited reported a change in its independent auditor. The Board of Directors and Audit Committee approved and ratified the appointment of FundCertify CPA Professional Corporation, Inc. as the company’s independent registered public accounting firm, effective
The company also filed an exhibit titled “Concurrence Letter from J&S ASSOCIATE PLT addressed to the U.S. Securities and Exchange Commission” as Exhibit 16.1, providing additional correspondence related to the change.
Ying Ying Chow reports beneficial ownership of 11,250,000 Class B ordinary shares of PTL Limited, representing 30.10% of the companys issued shares and approximately 95.54% of total voting power because each Class B share carries fifty votes. The ownership arises through PTLE Limited, a BVI company now wholly owned by Ms. Chow after share transfers on March 22, 2024 and August 8, 2025 funded from her personal funds.
The filing explains a prior share split and a June 16, 2025 corporate action that re-designated shares into a dual-class structure where PTLE Limiteds shares became non-convertible Class B shares. Ms. Chow is Director and CEO, holds sole voting and dispositive power over the reported shares, states the shares are held for investment, and intends to continue active participation in management.
PTL Limited has announced a significant corporate restructuring through the creation of a dual-class share structure, approved at a general meeting held on June 16, 2025. The key changes include:
- Existing ordinary shares will be redesignated into two classes: Class A and Class B Ordinary Shares
- Class A Ordinary Shares will carry one vote per share
- Class B Ordinary Shares, exclusively held by PTLE Limited (11,250,000 shares), will carry fifty votes per share
- Neither share class will be convertible into the other class
The new structure will take effect on June 30, 2025. Class A Ordinary Shares will continue trading on the Nasdaq Capital Market under the symbol "PTLE" with a new CUSIP Number G7377S119. This restructuring significantly concentrates voting power with PTLE Limited while maintaining existing economic rights.
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