Director at SharonAI Holdings Inc. (SHAZ) reports options and 39,904 RSUs

Rhea-AI Filing Summary

SharonAI Holdings Inc. director Cairns Alastair John filed an initial statement of ownership, listing equity awards rather than new trades. He reports direct ownership of stock options covering 18,643 shares and restricted stock units covering 39,904 shares.

The footnote explains that each restricted stock unit represents a contingent right to receive one share of SHAZ Class A Ordinary Common Stock. One-third of these units will vest on each of the first, second and third anniversaries of the grant date, and the units have no expiration date.

SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person^*

Cairns Alastair John

(Last) (First) (Middle)

C/O SHARONAI HOLDINGS, INC.

745 FIFTH AVENUE, SUITE 500

(Street)

NEW YORK NY 10151

(City) (State) (Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
02/17/2026

3. Issuer Name and Ticker or Trading Symbol
SharonAI Holdings Inc. [ SHAZ ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

5. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Stock Options	11/01/2026	11/01/2036	Class A Ordinary Common Stock	18,643	$6.67	D
Restricted Stock Units	(1)	(1)	Class A Ordinary Common Stock	39,904	(1)	D

Explanation of Responses:

1. Each restricted stock unit represents a contingent right to receive one share of SHAZ Class A Ordinary Common Stock. One-third (1/3) of the shares underlying the restricted stock units will vest on each of the first, second and third annual anniversary of the Grant Date. The restricted stock units have no expiration date.

Remarks:

Exhibit 24 - Power of Attorney

	/s/ Timothy Broadfoot, by power of attorney from Alastair Cairns	02/18/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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FAQ

What does SharonAI Holdings Inc. (SHAZ) Form 3 for Cairns Alastair John show?

The Form 3 shows director Cairns Alastair John’s initial equity holdings, including stock options over 18,643 shares and 39,904 restricted stock units. It provides a baseline of his direct ownership when he became subject to reporting.

How many restricted stock units does Cairns Alastair John hold in SHAZ?

He holds 39,904 restricted stock units, each representing a contingent right to receive one SHAZ Class A Ordinary Common share. These units vest over three years and have no expiration date, according to the filing footnote.

What is the vesting schedule for SharonAI (SHAZ) restricted stock units in this Form 3?

One-third of the restricted stock units vests on each of the first, second and third anniversaries of the grant date. This three-year vesting schedule spreads equity compensation over time, aligning with continued service on the board.

What stock option holdings are reported for the SHAZ director on Form 3?

The director reports direct ownership of stock options covering 18,643 shares following the reported holdings. The Form 3 does not detail pricing in this excerpt, but it establishes the total option-based exposure at the reporting date.

Does the SharonAI (SHAZ) Form 3 indicate any insider buying or selling?

No insider buying or selling is indicated in this excerpt. The transactions are classified as holdings with unknown transaction codes, meaning the filing primarily records existing options and restricted stock units rather than new market trades.