Every S-1 that SharonAI (SHAZD) has filed with the SEC in the last 12 months is listed below, newest first, and each one links through to the document itself with the summary and the scores our analysis gives it.
A S-1 covers the registration statement a company files to sell shares publicly, so if you follow SHAZD and want that one kind of document rather than the whole filing history, this is the page to keep. The company's other filings, of every form, are on the full SHAZD filings page.
SharonAI Holdings Inc. is registering up to 11,292,009 shares of Class A Ordinary Common Stock issuable upon conversion of $350,000,000 principal amount of 6.00% Convertible Senior Notes due 2031 for resale by existing securityholders. The registration also covers resale of the Notes themselves; SharonAI is not selling any securities and will not receive proceeds from these resales.
The Notes pay 6.00% interest quarterly and are initially convertible at 20.7292 shares per $1,000, implying a conversion price of about $48.24 per share, subject to adjustment, with a maximum 24.8750-share Conversion Rate and a $40.201 Conversion Price floor. The company positions itself as an Australian "neocloud" operator focused on AI and high‑performance computing, with strategic partnerships (including NVIDIA, Cisco, Lenovo and NEXTDC), recent large capital raises, and significant customer and financing agreements supporting expansion of GPU-based infrastructure.
SharonAI Holdings Inc. is registering 2,500,000 shares of Class A Ordinary Common Stock in a primary offering expected to raise approximately $125,000,000 at an assumed price of $50.00 per share. All shares are sold by the company, which will receive the net proceeds.
The filing supports an uplisting from the OTC Pink Open Market to the Nasdaq Capital Market under the symbol “SHAZ,” alongside existing OTC trading of common stock and public warrants. The company has granted underwriters a 45‑day option to purchase up to 375,000 additional shares to cover over‑allotments and will also issue underwriter warrants equal to 4% of shares sold.
Net proceeds are estimated at about $116,250,000 (or $133,687,500 if the over‑allotment is fully exercised) and are earmarked mainly to acquire additional GPU‑focused equipment and for working capital and general corporate purposes. Shares outstanding will increase from 11,968,505 to 14,468,505 after the offering, excluding options, warrants, equity plan reserves and up to 8,251,027 shares issuable upon conversion of AU Convertible Notes.
SharonAI Holdings, Inc. has filed a Form S-1 to register the resale of 5,270,586 existing Class A Ordinary shares and up to 214,982 additional shares issuable upon exercise of private warrants, plus a primary registration for up to 230,000 shares underlying public warrants. These shares stem mainly from its December 17, 2025 business combination with Roth CH Acquisition Co. and the conversion of $2.25 million of 10% convertible notes at $6.00 per share. The company will not receive proceeds from resales by selling shareholders, but could receive up to approximately $256 million in gross proceeds if all 444,982 warrants are exercised for cash at an exercise price of $575.00 per share. As of January 16, 2026, 11,967,005 common shares were outstanding, and the stock and public warrants trade on the OTC Markets under the symbols SHAZ and SHAZW. The prospectus also details a 1-for-50 reverse stock split, the high-risk nature of the business, and substantial new financing and asset transactions.