SharonAI Holdings (NASDAQ: SHAZ) details process to register 4.75% notes
Rhea-AI Filing Summary
SharonAI Holdings Inc. reported that on August 7, 2026 it sent a notice through The Depository Trust Company to holders of its 4.75% Convertible Senior Notes due 2032. Holders who are not currently listed as a "Selling Securityholder" in the Form S-1 registration (File No. 333-297885) and want their notes registered are asked to email the company and its counsel by 5:00 p.m. EST on August 10, 2026.
The company previously filed the Form S-1 on July 31, 2026, registering $691,700,000 in principal amount of these notes out of the $700,000,000 aggregate principal amount originally issued on June 22, 2026.
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8-K Event Classification
Item 9.01 — Financial Statements and Exhibits
1 item
Item 9.01
Financial Statements and Exhibits
Exhibits
Financial statements, pro forma financial information, and exhibit attachments filed with this report.
Key Figures
Notes registered on Form S-1: $691,700,000
Aggregate notes originally issued: $700,000,000
Coupon rate: 4.75%
+2 more
5 metrics
Notes registered on Form S-1
$691,700,000
Principal amount of 4.75% Convertible Senior Notes registered on Form S-1 filed July 31, 2026
Aggregate notes originally issued
$700,000,000
Aggregate principal amount of 4.75% Convertible Senior Notes issued on June 22, 2026
Coupon rate
4.75%
Interest rate on the Convertible Senior Notes due 2032
Registration response deadline
5:00 p.m. EST on August 10, 2026
Deadline for noteholders to request inclusion as Selling Securityholders
Maturity
2032
Maturity year of the 4.75% Convertible Senior Notes
Key Terms
Convertible Senior Notes, Registration Statement, Selling Securityholder, Form S-1, +1 more
5 terms
Convertible Senior Notes financial
"To Holders of 4.75% Convertible Senior Notes due 2032"
Convertible senior notes are a type of loan that a company issues to investors, which can be turned into company shares later on. They are called "senior" because they are paid back before other debts if the company runs into trouble. This allows investors to earn interest like a loan but also have the chance to own part of the company if its value rises.
Registration Statement regulatory
"Re Registration of the Notes on the Registration Statement on Form S-1"
A registration statement is a formal document that companies file with a government agency to offer new shares of stock to the public. It provides essential information about the company's finances, operations, and risks, helping investors make informed decisions. Think of it as a detailed product description that ensures transparency and trust before buying into a company.
Selling Securityholder financial
"not currently listed as a "Selling Securityholder" in the Registration Statement"
A selling securityholder is someone who owns shares or investments in a company and decides to sell them to others. This could be an original investor, a company insider, or someone who bought the shares earlier. Knowing who is selling helps investors understand if the sale might affect the company's stock price or indicate how insiders feel about the company's future.
Form S-1 regulatory
"the Registration Statement on Form S-1 (File No. 333-297885)"
A Form S-1 is the registration filing a company submits to the U.S. Securities and Exchange Commission when it plans to offer stock to the public, most commonly for an initial public offering. Think of it as the company’s full disclosure packet or blueprint: it contains audited financials, business description, management background, risk factors and details of the offering, giving investors the information needed to judge the company’s financial health and potential risks before buying shares.
Depository Trust Company financial
"delivered a notice through The Depository Trust Company to holders"
A central securities depository that holds stocks, bonds and other securities in electronic form and handles the transfer and finalizing of trades between brokerages. For investors it acts like a secure electronic vault and central bookkeeping hub that speeds transactions, reduces the chance of lost or duplicated certificates, and determines whether holdings are eligible for trading, dividends and other corporate actions through your broker.
AI-generated analysis. How Rhea-AI works. Not financial advice.
FAQ
What did SharonAI Holdings (SHAZ) disclose about its convertible notes?
SharonAI Holdings disclosed it notified holders of its 4.75% Convertible Senior Notes due 2032 about the process to have their notes included in an existing Form S-1 registration, subject to a response deadline.
How much of SharonAI Holdings (SHAZ) 4.75% notes are registered?
The company has registered $691,700,000 in principal amount of its 4.75% Convertible Senior Notes on Form S-1, out of a total $700,000,000 aggregate principal amount originally issued on June 22, 2026.
What must SharonAI Holdings (SHAZ) noteholders do to be added as selling securityholders?
Noteholders not listed as a "Selling Securityholder" on the Form S-1 who want their notes registered must email SharonAI at legal@sharonai.com, copying counsel at Sheppard Mullin, by the stated deadline.
What is the deadline mentioned for SharonAI Holdings (SHAZ) noteholders?
Holders must contact the company by 5:00 p.m. EST on Monday, August 10, 2026 to request inclusion of their notes as registered securities under the existing Form S-1 registration.
What is the security referenced in SharonAI Holdings (SHAZ) recent disclosure?
The disclosure concerns SharonAI Holdings’ 4.75% Convertible Senior Notes due 2032, identified by CUSIP 778920 AC2, which were originally issued in an aggregate principal amount of $700,000,000 on June 22, 2026.
When did SharonAI Holdings (SHAZ) file the Form S-1 for its notes?
SharonAI Holdings filed the Form S-1 Registration Statement covering its 4.75% Convertible Senior Notes on July 31, 2026, registering most of the originally issued principal amount of these notes.
