SunScout lock-up waiver covers 920,000 shares

Any sale of the 920,000 shares remains subject to applicable securities laws, including Rule 144.

Rhea-AI Filing Summary

SunScout Holding Ltd (SNSC) announced that Revere Securities LLC, as assignee of Dominari Securities LLC’s rights, waived the lock-up restriction on 920,000 Class A ordinary shares held by JKM Equity Limited, an entity wholly owned by an officer. The waiver became effective October 27, 2026.

The waiver was granted under the underwriting agreement for SunScout’s initial public offering of 3,100,000 Class A ordinary shares. Any sale of the shares remains subject to applicable securities laws, including Rule 144.

Key Figures

Shares covered by lock-up waiver: 920,000 Class A ordinary shares Initial public offering size: 3,100,000 Class A ordinary shares Waiver announcement date: October 23, 2026 +1 more

4 metrics

Shares covered by lock-up waiver 920,000 Class A ordinary shares Held by JKM Equity Limited

Initial public offering size 3,100,000 Class A ordinary shares SunScout’s initial public offering

Waiver announcement date October 23, 2026 Date of the press release announcing the waiver

Waiver effective date October 27, 2026 Date the lock-up waiver took effect

Key Terms

lock-up restriction, Rule 144, underwriting agreement

3 terms

lock-up restriction financial

"waiving the lock-up restriction with respect to 920,000"

A lock-up restriction is a rule that prevents certain people involved in a company from selling their shares for a set period after a company goes public or raises new funding. This helps stabilize the company's stock price by limiting early sales that could cause large fluctuations. Investors pay attention to these restrictions because once they expire, there may be a surge in shares available for sale, which can impact the stock's value.

Rule 144 regulatory

"including Rule 144 under the Securities Act of 1933"

Rule 144 is a U.S. securities regulation that sets conditions under which restricted or insider-held shares can be legally resold to the public, such as required holding periods, availability of public information, limits on how much can be sold at once, and certain filing requirements. For investors it matters because it determines when previously locked-up shares can enter the market — like a release valve that can increase supply, affect share price, and signal insider intent.

underwriting agreement financial

"waiver was granted pursuant to the underwriting agreement"

An underwriting agreement is a contract where a company selling new stocks or bonds hires financial firms to buy those securities and resell them to investors. It matters because the agreement sets the offering price, number of securities, fees and which party bears the risk if sales fall short—think of it as a promise that the sale will happen and a roadmap investors can use to understand how the new securities reach the market.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

How many SNSC shares were covered by the lock-up waiver?

The waiver covered 920,000 Class A ordinary shares held by JKM Equity Limited, an entity wholly owned by an officer of SunScout Holding Ltd.

When did the SNSC lock-up waiver take effect, and what applies to a sale?

The waiver became effective October 27, 2026. Any sale remains subject to applicable securities laws, including Rule 144.

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

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Available on EDGAR 10/28/2026 - 04:01 PM EDT Accepted by SEC EDGAR 10/28/2026 - 04:00 PM EDT 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

UNDER THE SECURITIES EXCHANGE ACT OF 1934

For the month of October 2026

Commission File Number: 001-43444

SunScout Holding Limited

112 Kaimanawa Street, Kelvin Grove

Palmerston North 4414, New Zealand

+64 27 230 0946

(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 ☐

Waiver of Lock-Up Restrictions

On October 23, 2026, SunScout Holding Limited (the “Company”) issued a press release announcing the waiver of certain lock-up restrictions applicable to 920,000 Class A ordinary shares of the Company held by JKM Equity Limited, an entity wholly owned by an officer of the Company. The waiver became effective on October 27, 2026.

A copy of the press release is furnished as Exhibit 99.1 to this Report on Form 6-K.

This report does not constitute an offer to sell, or the solicitation of an offer to buy, nor shall there be any sale of these securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to the registration or qualification under the securities laws of any such state or jurisdiction.

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: October 28, 2026

	SunScout Holding Limited
	By:	/s/ Edwin Cywinski
	Name:	Edwin Cywinski
	Title:	Chief Executive Officer, Chairman of the Board and Executive Director (Principal Executive Officer)

2

EXHIBIT INDEX

Exhibit No.		Description
99.1		Press Release dated October 23, 2026, titled “SunScout Holding Limited Announces Waiver of Lock-Up Restriction”

3

Exhibit 99.1

SunScout Holding Limited Announces Waiver of Lock-Up Restriction

Palmerston North, New Zealand, October 23, 2026 (GLOBE NEWSWIRE) -- SunScout Holding Limited (NYSE American/NYSE Texas: SNSC) (“SunScout” or the “Company”), a clean-technology company developing and commercializing autonomous, solar-powered robotic mowers and related solar energy solutions, announced today that Revere Securities LLC, as assignee of the rights of Dominari Securities LLC, representative of the underwriters in the Company’s initial public offering of 3,100,000 Class A ordinary shares is waiving the lock-up restriction with respect to 920,000 Class A ordinary shares of the Company held by JKM Equity Limited, an entity wholly owned by an officer of the Company. The waiver was granted pursuant to the underwriting agreement entered into in connection with the offering.

The waiver will take effect on October 27, 2026. Any sale of the shares remains subject to applicable securities laws, including Rule 144 under the Securities Act of 1933, as amended.

This press release is not an offer or sale of securities in the United States or in any other jurisdiction where such offer or sale is prohibited, and such securities may not be offered or sold in the United States absent registration or an exemption from registration under the Securities Act of 1933, as amended.

About SunScout Holding Limited

SunScout Holding Limited is a clean-technology company engaged in the design, development, manufacturing, and commercialization of autonomous, solar-powered robotic mowers and related solar energy solutions. Powered entirely by solar energy through the Company’s proprietary deployable solar array (“DSA”) technology, SunScout’s robotic mowers operate independently of the electrical grid and feature autonomous navigation and AI-powered obstacle avoidance. SunScout also provides solar power development solutions, as well as engineering products and services, including precision fabrication, mechanical engineering, and project management. SunScout’s mission is to eliminate reliance on fossil fuels in outdoor maintenance and mobile machinery, beginning with lawn care and expanding into adjacent applications.

For more information, please visit the Company’s website: https://www.snsc.ai.

Forward-Looking Statements

Certain statements in this announcement are forward-looking statements. These forward-looking statements involve known and unknown risks and uncertainties and are based on the Company’s current expectations and projections about future events that the Company believes may affect its financial condition, results of operations, business strategy, and financial needs. Investors can find many (but not all) of these statements by the use of words such as “believe,” “plan,” “expect,” “intend,” “should,” “seek,” “estimate,” “will,” “aim” and “anticipate,” or other similar expressions in this announcement. The Company undertakes no obligation to update or revise publicly any forward-looking statements to reflect subsequent occurring events or circumstances, or changes in its expectations, except as may be required by law. Although the Company believes that the expectations expressed in these forward-looking statements are reasonable, it cannot assure you that such expectations will turn out to be correct, and the Company cautions investors that actual results may differ materially from the anticipated results and encourages investors to review other factors that may affect its future results in the registration statement and other filings with the U.S. Securities and Exchange Commission (the “SEC”). Additional factors are discussed in the Company’s filings with the SEC, which are available for review at www.sec.gov.

For more information, please contact:

SunScout Holding Limited

Investor Relations Department

Email: investors@snsc.ai

Ascent Investor Relations LLC

Tina Xiao

Phone: +1-646-932-7242

Email: investors@ascent-ir.com

Filing Exhibits & Attachments

1 document

Press Releases

• EX-99.1 PRESS RELEASE DATED OCTOBER 23, 2026, TITLED "SUNSCOUT HOLDING LIMITED ANNOUNCES 7.5 KB