Welcome to our dedicated page for Tian Ruixiang Hldgs SEC filings (Ticker: TIRX), 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.
The TIAN RUIXIANG Holdings Ltd (TIRX) SEC filings page provides access to the company’s U.S. regulatory disclosures, including Form 20-F annual reports and Form 6-K current reports. As a Cayman Islands company listed on the Nasdaq Capital Market and operating as an insurance broker in China through a variable interest entity, TIAN RUIXIANG uses these filings to report on its insurance brokerage activities, financial condition, and material corporate events.
Through its filings, the company details revenue from commissions and risk management services, operating expenses, net income or loss, cash flows, and balance sheet items such as cash, restricted cash, short-term investments, note receivables, and acquisition-related payables. Annual reports and interim financial statements also describe the mix of property and casualty insurance, health insurance, life insurance, and other insurance products that underpin its brokerage business.
Form 6-K reports capture material transactions and corporate actions, including share exchange agreements to acquire Ucare Inc., BEYOND COASTLINE HOLDINGS LIMITED, and REN Talents Inc.; the implementation of a five-to-one reverse stock split and related shareholder approvals; registered direct offerings of Class A ordinary shares and warrants under an effective Form F-3 registration statement; changes in the independent auditor; and leadership changes at the board and chief executive levels. Certain 6-K filings also incorporate transaction documents and prospectus supplements by reference into the company’s shelf registration statement.
On Stock Titan, TIRX filings are updated in near real time as they appear on EDGAR. AI-powered summaries help explain the key points of lengthy documents such as Form 20-F annual reports, interim financial statements furnished on Form 6-K, and transaction-related disclosures, so readers can quickly understand how new information may affect the company’s insurance brokerage operations, AI-driven health insurance initiatives, and diversification into new retail and branding businesses. Users can also review filings that relate to share structure changes, capital raising, and other equity transactions involving TIRX Class A ordinary shares.
TIAN RUIXIANG Holdings Ltd has approved a 1-for-50 reverse stock split of its Class A and Class B ordinary shares. As part of this action, the par value per share will rise from US$0.125 to US$6.25.
The reverse split is expected to become effective for Nasdaq trading during the week of March 16, 2026, when the shares will begin trading on a split-adjusted basis under the existing symbol “TIRX” and new CUSIP G8884K144. No fractional shares will be issued; any fractional entitlements will be rounded up to the nearest whole share.
TIAN RUIXIANG is an insurance broker in China, distributing property, casualty, health, life, and other insurance products through a China-based variable interest entity.
TIAN RUIXIANG Holdings Ltd held its annual general meeting of shareholders, where all resolutions on the agenda were approved with very high support from both Class A and Class B shareholders. The proposals included a share capital increase, amendments to the memorandum and articles of association, and authorizing the board to implement a reverse split.
Using this authority, the board approved a 1-for-50 reverse stock split of all authorized and issued Class A and Class B ordinary shares. Every fifty existing shares will be combined into one share, and any fractional shares will be rounded up to the next whole share. The reverse split is expected to become effective for trading on the Nasdaq Capital Market in or about early March 2026, and the Class A shares will continue to trade under the symbol TIRX with a new CUSIP to be announced.
TIAN RUIXIANG Holdings Ltd. reported changes and renewals in its board of directors. Mr. Ning Xue, an independent director, resigned effective January 19, 2026, coinciding with the expiration of his term. He stated he has no disagreement with the board and nothing related to his resignation that needs shareholder attention.
On January 28, 2026, the board appointed Mr. Peng Wang as a new independent director to fill the vacancy. He brings experience in general management, risk management, and investment and financing negotiations from several Chinese companies. The board also renewed the one-year terms of Ms. QinEr Zhou, Mr. Jingyu Li, and Mr. Yu He as directors, effective upon expiration of their current terms.
TIAN RUIXIANG Holdings Ltd reported that institutional investors purchased 15,560,000 Class A ordinary shares in a registered direct offering at
The company may sell up to an additional 72,000,000 Class A ordinary shares or pre-funded warrants under an option. Net proceeds are intended for working capital and general corporate purposes. Existing ordinary warrants held by the same investors had their exercise price reduced to
TIAN RUIXIANG Holdings Ltd (TIRX) received a Schedule 13G from Mitchell P. Kopin, Daniel B. Asher and Intracoastal Capital LLC reporting a passive stake in its Class A ordinary shares. As of the close of business on February 4, 2026, the group may be deemed to beneficially own 10,100,615 Class A ordinary shares, representing approximately 9.99% of the class.
The reported position is entirely tied to derivative securities: warrants and an option held by Intracoastal. These include Class A shares issuable upon exercise of two warrants and 10,089,882 shares issuable upon exercise of an option acquired under a February 3, 2026 securities purchase agreement. Additional warrants and option shares are contractually blocked from exercise above specified 4.99% and 9.99% ownership limits, which cap the reportable stake. The filers certify the holdings are not for the purpose of changing or influencing control of the company.
TIAN RUIXIANG Holdings Ltd is offering 79,200,000 Class A ordinary shares (including up to 72,000,000 shares or pre-funded warrants under an investor option) at $0.125 per share in a primary, best-efforts placement. Univest Securities acts as exclusive placement agent.
The company expects net proceeds of about $9.0 million if investors fully exercise the option, or approximately $0.7 million without it, to be used for working capital and general corporate purposes. Class A shares outstanding would increase from 74,255,573 to up to 153,455,573 shares. The deal includes a 9.99% beneficial ownership cap on option exercises and allows pre-funded warrants instead of shares.
The filing highlights significant risks: a Nasdaq delisting threat due to the sub‑$1.00 bid price and “low priced stock” rules, extensive dilution and possible anti-dilution adjustments, a Cayman holding company and VIE structure exposing investors to PRC regulatory uncertainty, and potential HFCAA-related delisting if PCAOB inspection access changes.
TIAN RUIXIANG Holdings Ltd entered into a definitive agreement with certain investors for a registered direct offering of an aggregate of $900,000 of its Class A ordinary shares (or pre-funded warrants in lieu) at $0.125 per share.
The company and investors may conduct additional closings on or before the 30th calendar day after the initial closing for up to 1,000% of the number of shares under the agreement at the same price. TIAN RUIXIANG is also reducing the exercise price of previously issued Ordinary Warrants held by the same investors. Gross proceeds from the initial transaction are expected to be about $900,000, which the company plans to use for working capital and general corporate purposes.
TIAN RUIXIANG Holdings Ltd completed a registered direct offering of 6,255,000 Class A ordinary shares and 33,748,076 pre-funded warrants, raising approximately
Each pre-funded warrant is exercisable for one Class A ordinary share at an exercise price of
TIAN RUIXIANG Holdings Ltd is offering 6,255,000 Class A Ordinary Shares and 33,748,076 pre-funded warrants to buy the same number of shares, in a primary financing to institutional investors. Shares are priced at $0.13 and the pre-funded warrants at $0.005, with a $0.125 exercise price.
After placement fees and expenses, the company expects about $4.6 million in net proceeds assuming full warrant exercise, for working capital and general corporate purposes. A 7.5% placement fee and up to $70,000 in expense reimbursement will be paid to Univest Securities, LLC.
The deal adds to a complex Cayman holding/VIE structure relying on contractual control of PRC operating entities and is exposed to PRC regulatory, HFCAA delisting and VIE-enforcement risks. The company also highlights recent share-based acquisitions, a 6,000,000-share incentive plan, and current Nasdaq bid-price noncompliance with a delisting hearing scheduled.
TIAN RUIXIANG Holdings Ltd reported a definitive agreement for a registered direct offering of 40,003,076 Class A ordinary shares, or pre-funded warrants in lieu of shares, at $0.13 per share. The pre-funded warrants carry an exercise price of $0.125 per share.
The Company expects to receive approximately $5.2 million in gross proceeds and plans to use the funds for working capital and general corporate purposes. The transaction is expected to close on or about January 30, 2026, subject to customary closing conditions, with Univest Securities, LLC acting as sole placement agent under an effective Form F-3 shelf registration.