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Ridgetech cuts par value, expands share pool

Ridgetech Inc. has reduced the par value of its ordinary shares and massively increased its authorized share count through a subdivision of authorized but unissued shares.

(Neutral)
(Neutral)
Form Type
6-K

Rhea-AI Filing Summary

Ridgetech Inc. (RDGT) reports the completion of a capital reduction and share subdivision effective September 2, 2026. The par value of each issued and outstanding ordinary share was reduced from US$0.15 to US$0.0001 by cancelling the paid-up capital difference. Immediately afterward, each authorized but unissued ordinary share was subdivided into 1,500 new ordinary shares of par value US$0.0001 each. Following these changes, authorized share capital is US$36,010,000, divided into 360,000,000,000 ordinary shares at US$0.0001 par value and 10,000,000 preferred shares at US$0.001 par value, including 100,000 Series A Preferred Shares that are issued and designated.

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Par value before reduction US$0.15 per ordinary share Par value of each issued and outstanding ordinary share before the Capital Reduction
Par value after reduction US$0.0001 per ordinary share Par value of each issued and outstanding ordinary share after the Capital Reduction
Share subdivision ratio 1 authorized but unissued share into 1,500 new ordinary shares Subdivision of each authorized but unissued ordinary share following the Capital Reduction
Authorized share capital US$36,010,000 Total authorized share capital after the Capital Reduction and Share Subdivision
Authorized ordinary shares 360,000,000,000 ordinary shares Authorized ordinary shares of par value US$0.0001 each after the changes
Authorized preferred shares 10,000,000 preferred shares Authorized preferred shares of par value US$0.001 each after the changes
Issued Series A Preferred Shares 100,000 shares Number of preferred shares issued and designated as Series A Preferred Shares
Effective date September 2, 2026 Date on which the Capital Reduction and Share Subdivision became effective
Capital Reduction financial
"the reduction of the par value of each issued and outstanding ordinary share of the Company"
A capital reduction is a legal move where a company shrinks the amount of money recorded as its official share capital, either by cancelling shares, lowering the value of each share, or returning cash to shareholders. Investors care because it changes the company’s balance sheet and can alter how much each remaining share represents—like pruning a tree to concentrate fruit or giving back some of the harvest—potentially affecting ownership percentages, per‑share metrics and the stock’s market value.
Share Subdivision financial
"each authorized but unissued ordinary share of the Company be subdivided"
A share subdivision, often called a stock split, increases the number of a company's shares by dividing existing shares into smaller pieces so each shareholder keeps the same ownership proportion. It matters to investors because it makes individual shares cheaper and can boost trading ease and liquidity—like cutting a pizza into more slices so each piece is smaller but the whole pizza remains the same—though it does not change the company's total value.
solvency statement regulatory
"a share capital reduction supported by a solvency statement being complied with"
A solvency statement is a formal declaration, usually by a company’s directors, that the business can pay its bills as they come due and that its assets cover its liabilities. Investors care because this assurance signals whether the company is financially stable enough to keep operating, pay dividends, or undertake transactions; think of it as a household saying it has enough cash and assets before promising to spend or borrow more.
Series A Preferred Shares financial
"100,000 of which are issued and designated as Series A Preferred Shares"
Series A preferred shares are an early-stage class of ownership sold to investors that gives them special protections and payment priority over regular common stock. Think of them as a safer seat on a bus: if the company earns money or is sold, holders get paid before ordinary shareholders, and they often can convert to common shares later to share upside; that mix of safety and growth potential helps investors manage risk and reward.
Certificate of Share Capital Reduction regulatory
"The Capital Reduction and the Share Subdivision became effective on September 2, 2026, as evidenced by the Certificate of Share Capital Reduction"

FAQ

What capital changes did Ridgetech Inc. (RDGT) complete in September 2026?

Ridgetech Inc. completed a capital reduction and a share subdivision effective September 2, 2026. The par value of issued ordinary shares was cut, and authorized but unissued ordinary shares were subdivided, significantly increasing the number of authorized ordinary shares.

How did RDGT change the par value of its ordinary shares?

Ridgetech Inc. reduced the par value of each issued and outstanding ordinary share from US$0.15 to US$0.0001 per share by cancelling paid-up capital equal to the difference between those amounts as part of its capital reduction.

What is Ridgetech Inc.’s new authorized share capital after the changes?

After the capital reduction and share subdivision, Ridgetech Inc.’s authorized share capital is US$36,010,000, divided into 360,000,000,000 ordinary shares of par value US$0.0001 each and 10,000,000 preferred shares of par value US$0.001 each.

How many Series A Preferred Shares does RDGT have after the transaction?

Following the capital changes, Ridgetech Inc. has 10,000,000 preferred shares authorized at US$0.001 par value, of which 100,000 are issued and designated as Series A Preferred Shares.

When did the capital reduction and share subdivision of RDGT become effective?

The capital reduction and share subdivision of Ridgetech Inc. became effective on September 2, 2026, as evidenced by the Certificate of Share Capital Reduction issued by the Registrar of Companies of the Cayman Islands.

Did Ridgetech Inc. change its memorandum and articles due to this transaction?

Ridgetech Inc.’s Sixth Amended and Restated Memorandum and Articles of Association remain in effect. The Certificate of Share Capital Reduction has been appended to reflect the impact of the capital reduction and share subdivision.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Learn about SEC filing dates

 

 

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 OF THE
SECURITIES EXCHANGE ACT OF 1934

 

For the month of September 2026

 

Commission File Number: 001-40724

 

 

 

RIDGETECH, INC.
(Translation of registrant’s name into English)

 

 

 

5th Floor, Building 6, No. 100, 18th Street, Baiyang Sub-district,
Qiantang District, Hangzhou City, Zhejiang Province, People’s Republic of China, 310018
(Address of principal executive offices)

 

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

 

 

 

 

INCORPORATION BY REFERENCE

 

This report is incorporated by reference in our registration statements on Form F-3 (No. 333-291941) and S-8 (No. 333-264505, No. 333-268809 and No. 333-277849), and shall be deemed to be a part thereof from the date on which this report is furnished to the Securities and Exchange Commission (the “SEC”), to the extent not superseded by documents or reports subsequently filed or furnished.

 

Completion of Capital Reduction and Share Subdivision.

 

As previously reported, at the annual general meeting of shareholders of Ridgetech, Inc. (the “Company”) held on August 25, 2026 (the “2026 Annual Meeting”), the shareholders of the Company approved, by special resolution and subject to all further requirements prescribed by Sections 14, 14A and 14B of the Companies Act (As Revised) of the Cayman Islands relating to a share capital reduction supported by a solvency statement being complied with, the reduction of the par value of each issued and outstanding ordinary share of the Company from US$0.15 per share to US$0.0001 per share by cancelling the paid-up capital to the extent of the difference between such amounts (the “Capital Reduction”). The shareholders further approved that, immediately following the Capital Reduction, each authorized but unissued ordinary share of the Company be subdivided (the “Share Subdivision”) into 1,500 new ordinary shares of par value US$0.0001 each.

 

On September 7, 2026, the Company received confirmation from the Registrar of Companies of the Cayman Islands that its filings relating to the Capital Reduction and the Share Subdivision had been approved and registered, including the solvency statement, the minutes containing the particulars required under Sections 14, 14A and 14B of the Companies Act (As Revised) of the Cayman Islands, and the Certificate of Share Capital Reduction. The Capital Reduction and the Share Subdivision became effective on September 2, 2026, as evidenced by the Certificate of Share Capital Reduction issued by the Registrar of Companies of the Cayman Islands. The Company’s Sixth Amended and Restated Memorandum and Articles of Association remain in effect following the Capital Reduction and the Share Subdivision, while the Certificate of Share Capital Reduction has been appended thereto to reflect the effect of the Capital Reduction and the Share Subdivision. Following the effectiveness of the Capital Reduction and the Share Subdivision, the authorized share capital of the Company is US$36,010,000 divided into (i) 360,000,000,000 ordinary shares of a par value of US$0.0001 each and (ii) 10,000,000 preferred shares of a par value of US$0.001 each, 100,000 of which are issued and designated as Series A Preferred Shares. A copy of the Certificate of Share Capital Reduction is filed herewith as Exhibit 1.1.

 

Exhibit No.   Description of Exhibit
1.1   Reduction of Share Capital Certificate effective as of September 2, 2026.

 

1

 

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.

 

 

Date: September 9, 2026 RIDGETECH, INC.
   
  By: /s/ Ming Zhao
  Name:  Ming Zhao
  Title: Interim Chief Executive Officer and Chief Financial Officer

 

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Filing Exhibits & Attachments

1 document

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