Welcome to our dedicated page for Singularity Future Tech SEC filings (Ticker: SGLY), 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.
Singularity Future Technology Ltd. filings document the company's public-company reporting, capital structure and governance for its Nasdaq-listed common stock. Recent Form 8-K and proxy disclosures cover material agreements, private-placement units, warrant issuances, shareholder votes, director appointments and resignations, and Nasdaq continued-listing notices.
The filings also provide formal records for operating and financial results, capital-structure changes and shareholder authorization matters involving common stock and warrants. These disclosures frame the company's logistics and crypto-mining support business alongside reporting compliance, exchange-listing standards and board oversight matters.
Singularity Future Technology Ltd. filed an amended quarterly report for the period ended December 31, 2025 to correct omissions in its financial statements and litigation disclosures. For the six months, net revenues were $455,462 and the company recorded a net loss of $10,158,244, driven largely by an $8,850,000 class action settlement charge. Total assets were $21,621,799 and total liabilities $18,022,258, leaving equity of $3,599,541. Cash and restricted cash totaled $13,083,646, while loans from third parties were $3,421,321 at a 12% weighted average interest rate. Common shares outstanding rose to 7,293,492, including shares issued for cash and to settle judgment debts, and the company booked a significant class action settlement involving $3,000,000 in cash and 6,500,000 common shares.
Singularity Future Technology Ltd. reported very small freight logistics revenue and a sharply higher loss for the six months ended December 31, 2025. Net revenues were $455,462, all from PRC freight logistics services, compared with $976,026 a year earlier, while cost of revenues slightly exceeded sales.
The company recorded a net loss of $10,158,244 versus $1,341,665 in the prior-year period, largely due to $8,850,000 of class action settlement expenses and $189,922 of interest expenses. Basic and diluted loss per share widened to $1.87 from $0.37 as the weighted average share count rose to 5,429,416.
Total assets increased to $21,621,799, driven by $8,326,920 of advances to suppliers for commodity trading, but shareholders’ equity fell to $3,599,541 from $10,456,932 as liabilities climbed to $18,022,258, including $3,421,321 of loans from third parties and an $8,850,000 class action settlement liability. During the period the company issued 3,000,000 common shares for $2,100,000 in cash and 90,000 shares to settle a judgment debt, while net cash used in operating activities was $9,877,753.
Singularity Future Technology Ltd. (SGLY) disclosed that it received a Nasdaq staff determination notice on November 19, 2025 stating that its common stock no longer meets the $1.00 minimum bid price requirement for continued listing on The Nasdaq Capital Market, after trading below that level for 30 consecutive business days. The notice does not immediately affect the stock’s listing. The company has an initial 180-day compliance period, until May 18, 2026, during which its closing bid price must be at or above $1.00 for at least ten consecutive business days to regain compliance.
If it does not regain compliance by that date, the company may qualify for an additional 180-day period if it meets other Nasdaq listing standards and notifies Nasdaq of its plan to cure the deficiency, which may include a reverse stock split. Failure to regain compliance could lead to a delisting determination, which the company would be able to appeal to a Nasdaq Hearings Panel. The company states that it intends to monitor its share price and may consider available options to meet Nasdaq’s bid price rule.
Singularity Future Technology Ltd. (SGLY) reported shareholder voting results from a special meeting held on November 7, 2025 in Hong Kong. The company disclosed vote tallies for three matters. The first received 3,112,931 votes For, 28,075 Against, and 17,930 Abstain. The second received 3,108,709 For, 32,122 Against, and 18,106 Abstain. The third received 3,133,236 For, 6,920 Against, and 18,781 Abstain. These figures reflect the shareholders’ recorded votes on the matters presented.
Singularity Future Technology (SGLY) announced board changes. On November 7, 2025, three directors—Ping Li, Mhlengi Prevail Mafu, and Lirong Huang—resigned from the company’s board, effective immediately. The company stated the resignations were not the result of any disagreement with the company on its operations, policies, or practices.
The filing focuses solely on these departures and the company’s confirmation that they were amicable in nature. It was signed by Chief Executive Officer Jia Yang. SGLY’s common stock continues to trade on The Nasdaq Stock Market under the symbol SGLY.
Singularity Future Technology (SGLY) appointed three independent directors to its Board on October 29, 2025: Ping Li, Mhlengi Prevail Mafu, and Lirong Huang. Each will receive $24,000 in annual compensation under director offer letters.
The company states there are no family relationships with existing officers or directors, and no related-party transactions since the start of the last fiscal year, apart from the offer letters. A form of the Offer Letter was filed as Exhibit 10.1.
Singularity Future Technology (SGLY) entered a securities purchase agreement to sell 3,000,000 shares of common stock at $0.70 per share in a private placement to non‑U.S. persons under Regulation S, for an aggregate purchase price of approximately $2.1 million.
The transaction closed on October 20, 2025 after closing conditions were met, and the shares were issued in reliance on Regulation S. The company currently intends to use the net proceeds for working capital and general corporate purposes.
Singularity Future Technology Ltd. (SGLY) called a special shareholder meeting to approve significant equity issuances. The agenda seeks approval to issue 1,700,000 warrants, each initially exercisable for one common share at $6.07 per share, tied to a November 15, 2023 subscription agreement as amended. It also asks shareholders to approve 32,188,841 units, each unit consisting of one common share and three warrants initially exercisable at $1.165 per share, under a June 19, 2025 private placement to non‑U.S. Persons for an aggregate purchase price of $30 million, subject to closing conditions including shareholder approval.
The meeting also proposes issuing up to 6,500,000 freely tradable settlement shares under a May 29, 2025 term sheet resolving a putative class action, with a put option allowing sales back to the company at $0.85 per share under defined conditions and subject to court approval under Section 3(a)(10). Stockholders of record as of October 21, 2025 may vote. Shares outstanding were 7,293,492 as of the record date. The Board recommends voting “FOR” all proposals.
Singularity Future Technology (Nasdaq: SGLY) filed its annual report, outlining a logistics-focused business with new-energy ambitions and significant financing and legal developments. The company signed a securities purchase agreement to sell 32,188,841 Reg S units at $0.932 per unit (approx. $30,000,000), each unit including one common share and three five-year warrants exercisable at $1.165, subject to shareholder approval. It also completed a registered direct sale of 700,000 shares at $1.63 for gross proceeds of about $1.14 million.
Singularity reached a class action settlement, subject to court approval, comprising a $3,000,000 cash payment and 6,500,000 freely tradable shares, with a put option at $0.85 per share and a dedicated $3,250,000 escrow. The court also issued a temporary restraining order requiring specified fund transfers and reporting. Separately, an SEC cease-and-desist order imposes a $350,000 penalty and remediation undertakings by June 30, 2026, with a potential additional $1,000,000 penalty for noncompliance. Operationally, revenue is concentrated: Chongqing Iron & Steel Ltd. accounted for 94.4% of fiscal 2025 revenue. Shares outstanding were 4,203,492 as of October 13, 2025.
Singularity Future Technology Ltd. is asking shareholders to approve three related issuances and related meeting actions. The board seeks approval to issue 1,700,000 warrants exercisable at $6.07 per share under a subscription agreement dated November 15, 2023; to issue 32,188,841 units (each unit = one share plus three warrants) under a securities purchase agreement dated June 19, 2025 in a private placement to certain non-U.S. persons; and to issue up to 6,500,000 unrestricted shares under a term sheet dated May 29, 2025 to plaintiffs in the action Crivellaro v. Singularity Future Technology Ltd. The board recommends shareholders vote FOR all proposals. The proxy describes voting mechanics (abstentions count as against; broker non-votes have no effect) and instructions for attending and voting at a special meeting.