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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): February 23, 2026
AIxCrypto
Holdings, Inc.
(Exact
Name of Registrant as Specified in Charter)
| Delaware |
|
001-37428 |
|
26-3474527 |
| (State
or Other Jurisdiction |
|
(Commission |
|
(I.R.S.
Employer |
| of
Incorporation) |
|
File
Number) |
|
Identification
No.) |
| 5857
Owens Avenue, Suite 300 |
|
|
| Carlsbad,
California |
|
92008 |
| (Address
of Principal Executive Offices) |
|
(Zip
Code) |
Registrant’s
Telephone Number, Including Area Code: (760) 452-8111
(Former
name or former address, if changed since last report)
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)) |
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 |
|
AIXC |
|
The
Nasdaq Stock Market LLC |
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. ☐
Item
8.01. Other Events
On
February 23, 2026, AIxCrypto Holdings, Inc., a Delaware corporation (the “Company”), issued a press release announcing its
recent business highlights, and strategic execution and forward-looking initiatives for 2026. A copy of the press release is exhibited
as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.
Forward-Looking
Statements
Exhibit
99.1 attached hereto contains, and may implicate, forward-looking statements regarding the Company, and include cautionary statements
identifying important factors that could cause actual results to differ materially from those anticipated.
Item
9.01 Financial Statements and Exhibits
(d)
Exhibits
| Exhibit
No. |
|
Description
|
| 99.1 |
|
Press release dated February 23, 2026. |
| 104 |
|
Cover
Page Interactive Data File (embedded within the Inline XBRL document). |
SIGNATURE
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.
| |
AIxCrypto
Holdings, Inc. |
| |
|
| Date:
February 27, 2026 |
By: |
/s/
Koti Meka |
| |
Name: |
Koti
Meka |
| |
Title: |
Chief
Financial Officer |
Exhibit
99.1
LOS
ANGELES, Feb. 23, 2026 /PRNewswire/ — AIxCrypto Inc. (NASDAQ: AIXC) (“AIxC” or the “Company”), a
technology company focused on Embodied AI (EAI) infrastructure, today shared a weekly business update from Co-CEO Jerry Wang.
AIxC
Hub – Season 2 Launch and Ecosystem Expansion
AIxC
Hub, the core interactive platform of the AIxC ecosystem, has officially entered Season 2, marking the next phase of its ecosystem evolution.
Season
2 introduces updated engagement mechanics and expanded interactive modules, including new Tenki-based features designed to further integrate
AI agent-driven experiences within the Hub environment. Additional details regarding Season 2 playbooks, ecosystem rewards, and participation
guidelines will be released next week.
AIxC
is pleased to share that its official X account has reached 53,417 followers, with engagement rates increasing by 94% over recent weeks
and total impressions approaching 600,000 during the same period, reflecting continued growth in global visibility and community engagement.
Executive
Communication and Strategic Outlook
During
the week, Jerry Wang shared reflections on AIxC’s progress, reviewing strategic execution and forward-looking initiatives for 2026.
As
part of a strategic refinement, the Company has elected to concentrate its resources on its Real-World Asset (RWA) and Embodied AI (EAI)
strategy, to fully support FFAI EAI initiatives, including intelligent electric vehicle and AI robotics. AIxC will transition away from
certain initiatives, including the BesTrade AI Agent and Digital Asset AI Management modules, in order to enhance operational focus and
capital discipline around its core infrastructure objectives.
This
strategic concentration is intended to strengthen AIxC’s positioning at the intersection of RWA and EAI and to align execution
efforts with areas where the Company sees the greatest long-term relevance.
Looking
ahead, AIxC will continue leveraging high-quality, multimodal real-world behavioral data to power the next generation of AI-integrated
blockchain applications. Positioned at the intersection of AI, RWA, and crypto infrastructure, AIxC is building compliant asset rails
that connect on-chain systems with real-world signals and scalable distribution. The goal is to bring credible RWAs on-chain, enable
smarter AI-native financial and consumer applications, and create practical utility for users, partners, and shareholders.
About
AIxCrypto:
AIxCrypto
is a U.S. Nasdaq-listed technology company focused on advancing compliant blockchain infrastructure for Real-World Assets (RWA) and Embodied
AI (EAI) ecosystems. Positioned at the intersection of AI, digital infrastructure, and tokenized asset rails, the Company aims to connect
real-world signals and asset flows with decentralized systems through scalable, security-focused architecture.
FORWARD
LOOKING STATEMENTS:
This
press release contains “forward-looking statements”, including statements regarding AIxCrypto Holdings, Inc. (“AIxCrypto”)
within the meaning of the “safe harbor” provisions of the Private Securities Litigation Reform Act of 1995. All of the statements
in this press release, including financial projections, whether written or oral, that refer to expected or anticipated future actions
and results of AIxCrypto are forward-looking statements. In addition, any statements that refer to expectations, projections, or other
characterizations of future events or circumstances are forward-looking statements. These forward-looking statements reflect our current
projections and expectations about future events as of the date of this presentation. AIxCrypto cannot give any assurance that such forward-looking
statements and financial projections will prove to be correct.
The
information provided in this press release does not identify or include any risk or exposures of AIxCrypto that would materially and
adversely affect the performance or risk of the company. By their nature, forward-looking statements and financial projections involve
numerous assumptions, known and unknown risks and uncertainties, both general and specific, that contribute to the possibility that the
predictions, forecasts, projections and other forward-looking information will not occur, which may cause the Company’s actual
performance and financial results in future periods to differ materially from any estimates or projections of future performance or results
expressed or implied by such forward-looking statements and financial projections. Important factors that could cause actual results
to differ materially from expectations include, but are not limited to: business, economic and capital market conditions; the heavily
regulated industry in which AIxCrypto carries on business; current or future laws or regulations and new interpretations of existing
laws or regulations; the inherent volatility and regulatory uncertainty associated with cryptocurrency investments; legal and regulatory
requirements; market conditions and the demand and pricing for our products;; our relationships with our customers and business partners;
our ability to successfully define, design and release new products in a timely manner that meet our customers’ needs; our ability
to attract, retain and motivate qualified personnel; competition in our industry; failure of counterparties to perform their contractual
obligations; systems, networks, telecommunications or service disruptions or failures or cyber-attack; ability to obtain additional financing
on reasonable terms or at all; litigation costs and outcomes; our ability to successfully maintain and enforce our intellectual property
rights and defend third party claims of infringement of their intellectual property rights; and our ability to manage our growth. Readers
are cautioned that this list of factors should not be construed as exhaustive.
All
information contained in this press release is provided as of the date of the press release issuance and is subject to change without
notice. Neither AIxCrypto, nor any other person undertakes any obligation to update or revise publicly any of the forward-looking statements
and financial projections set out herein, whether as a result of new information, future events or otherwise, except as required by law.
This is presented as a source of information and not an investment recommendation. This press release does not take into account nor
does it provide any tax, legal or investment advice or opinion regarding the specific investment objectives or financial situation of
any person. AIxCrypto reserves the right to amend or replace the information contained herein, in part or entirely, at any time, and
undertakes no obligation to provide the recipient with access to the amended information or to notify the recipient thereof.
Readers
are advised not to place undue reliance on forward-looking statements, as there is no guarantee that the plans, intentions, or expectations
they are based on will be realized. While management believes these statements are reasonable at the time of preparation, actual results
may differ materially. These forward-looking statements reflect the Company’s expectations as of the date of this presentation
and are subject to change without notice. The Company is not obligated to update or revise these statements, unless required by law.
Forward-looking
statements are often identified by words such as “may,” “could,” “would,” “might,” or
“will,” indicating possible future actions, events, or outcomes. These statements involve known and unknown risks, uncertainties,
and other factors that could cause actual results to differ significantly from what is expected.
Actual
results may differ materially due to factors such as the ability to secure financing, complete transactions, meet exchange requirements,
consumer demand, competition, and unexpected costs. These forward-looking statements are based on assumptions that may prove incorrect,
and the Company does not assume any obligation to update them except as required by law. Given the uncertainties involved, readers should
not place undue reliance on these statements.
You
are cautioned not to place undue reliance on these forward-looking statements, which are made only as of the date of this news release.
The Company disclaims any intent or obligation to update these forward-looking statements beyond the date of this news release, except
as required by law. This caution is made under the safe harbor provisions of the Private Securities Litigation Reform Act of 1995.
SOURCE
AIxCrypto Inc.
