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Top KingWin Ltd SEC Filings

WAI NASDAQ

Welcome to our dedicated page for Top KingWin SEC filings (Ticker: WAI), 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.

This page compiles U.S. SEC filings for Top KingWin Ltd (WAI), a Cayman Islands exempted company operating in the financial services and capital markets space. As a foreign private issuer, Top KingWin reports to the SEC primarily through Form 6-K current reports, which cover corporate events, financing transactions, governance actions, and financial reporting.

In these filings, investors can review capital-raising and securities transactions, including details of convertible promissory note offerings to institutional investors, private placements of notes, and registered direct offerings of class A ordinary shares. The filings describe interest rates, original issue discounts, conversion rights into ordinary shares, and the use of proceeds for working capital and general corporate purposes. They also include documents such as purchase agreements, legal opinions, and termination agreements when offerings are unwound.

Top KingWin’s SEC submissions also document share structure and Nasdaq-related actions. Form 6-Ks describe shareholder approvals and implementation of 1-for-25 reverse share splits of class A and class B ordinary shares, handling of fractional shares by rounding up, and amendments to the company’s memorandum and articles of association. Other filings report Nasdaq bid price deficiency notices, delisting determinations, the company’s intent to request hearings, and subsequent Nasdaq notifications confirming that the company regained compliance and is subject to a one-year Mandatory Panel Monitor period.

Financial reporting is reflected in interim financial statements furnished on Form 6-K, which are incorporated by reference into registration statements such as Form S-8 and Form F-3. Exhibits include unaudited interim consolidated financial statements and associated Inline XBRL documents.

On Stock Titan, these filings are updated from EDGAR and paired with AI-powered summaries that explain the significance of each document. Users can quickly understand key points in Top KingWin’s 6-Ks, including financing terms, share consolidations, Nasdaq communications, and financial disclosures, without reading every page of the underlying filings.

Rhea-AI Summary

Top KingWin Ltd has issued a supplemental proxy statement and revised proxy card for the 31 August 2026 extraordinary general meeting, updating Proposals 7 and 8. The meeting’s record date remains 17 July 2026.

Revised Proposal 7 seeks approval of a 50‑for‑1 share consolidation of both Class A and Class B ordinary shares, effective on 17 December 2026. As of the record date, 2,865,936 Class A and 139,942 Class B shares were outstanding; an illustrative 50‑to‑1 consolidation would reduce this to about 57,319 Class A and 2,799 Class B shares, with any fractional entitlements rounded up to the next whole share.

Revised Proposal 8 would adopt a Sixth Amended and Restated Memorandum and Articles of Association, effective only if the consolidation occurs, to align the authorized share capital and class terms, including par value of US$0.00005 for both classes and detailed conversion and voting mechanics. Other agenda items, described in the proxy card, include a large authorized share‑capital increase, revised Class B rights with 200 votes per share and 1:200 conversion into Class A, a name change to Nexpu Ltd, a share‑capital reduction and reorganization, updated constitutional documents, and a Class B Incentive Plan. The board recommends voting in favor of the revised Proposals 7 and 8.

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Top KingWin Ltd, a Cayman Islands company, is convening an extraordinary general meeting on August 31, 2026 to approve extensive changes to its capital structure, voting rights and governing documents.

Shareholders are asked to increase authorized share capital from US$31,250,000 (400,000,000 Class A and 100,000,000 Class B shares at US$0.0625 par) to US$625,000,000 (7,500,000,000 Class A and 2,500,000,000 Class B), then undertake a Share Capital Reduction and Reorganization to US$10,000 of authorized capital, split into 7,500,000,000 Class A and 2,500,000,000 Class B shares at US$0.000001 par.

Resolution 2 would increase Class B voting rights from 40 to 200 votes per share, remove automatic conversion of Class B into Class A on transfer, and add a voluntary 1:200 conversion right into Class A. As of the July 17, 2026 record date, 2,865,936 Class A and 139,942 Class B shares were outstanding; under the proposed rights, Class B would represent about 90.7% of total voting power.

Other proposals cover changing the company name to Nexpu Ltd. (Nasdaq trading symbol “DPU” is already in use for the Class A shares), adopting successive amended and restated memoranda and articles to reflect the restructurings, authorizing the board to implement one or more share consolidations over two years at ratios between 2:1 and 25:1 per consolidation (up to 625:1 cumulatively), and approving a Class B Ordinary Shares Incentive Plan reserving 600,000 Class B shares that could further concentrate voting control and, upon conversion, allow issuance of up to 120,000,000 Class A shares. The board unanimously recommends voting “FOR” all resolutions.

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Top KingWin Ltd reports the closing of a small asset sale. Its wholly owned indirect subsidiary, Sky KingWin (HK) Limited, completed a share transfer agreement to sell its subsidiary, Guangdong Tiancheng Jinhui Enterprise Development Group Co., Ltd., to Junze Management Co., Limited for cash consideration of US$218,100.

At closing on June 18, 2026, the purchaser became the sole shareholder of the target company and assumed all of its assets and liabilities, as well as those of subsidiaries owned by the target. The company also updated its organizational structure to reflect the completed disposition.

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Li Yibing reported acquisition or exercise transactions in this Form 4 filing.

Top KingWin Ltd director Li Yibing received a grant of 27,027 Class A Ordinary Shares as equity compensation. The grant is recorded at a price of $2.22 per share and increased his directly held stake to 44,628 shares following the transaction.

According to the footnote, these shares were issued as part of his compensation for service from October 1, 2025 to March 31, 2026, under a director letter agreement dated October 10, 2024. The filing reflects a compensation-related award rather than an open-market share purchase or sale.

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Li Yanna reported acquisition or exercise transactions in this Form 4 filing.

Top KingWin Ltd director Li Yanna received a grant of 21,622 Class A Ordinary Shares on May 8, 2026 at $2.22 per share. The shares were issued as part of her director compensation for the period from October 1, 2025 to March 31, 2026 under an existing letter agreement, bringing her direct holdings to 35,702 shares.

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Yang Jie (JIEYANG) reported acquisition or exercise transactions in this Form 4 filing.

Top KingWin Ltd Chief Financial Officer Yang Jie received a grant of 27,027 Class A Ordinary Shares as equity compensation. The shares were valued at $2.22 per share and increased her directly held position to 44,628 shares following the transaction. The award was issued as part of her compensation for the period from October 1, 2025 to March 31, 2026 under her August 19, 2024 employment agreement.

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Mao Dongliang reported acquisition or exercise transactions in this Form 4 filing.

Top KingWin Ltd executive director Mao Dongliang received a grant of 13,514 Class A Ordinary Shares as equity compensation. The shares were valued at $2.22 per share and were issued as part of his compensation for the period from October 1, 2025 to March 31, 2026 under an employment agreement dated May 31, 2025. Following this award, he directly holds 22,315 Class A Ordinary Shares.

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Liao Zhanlin reported acquisition or exercise transactions in this Form 4 filing.

Top KingWin Ltd director Liao Zhanlin received a share grant as compensation. On May 8, 2026, he was awarded 27,027 Class A Ordinary Shares at a value of 2.2200 per share as part of his compensation for the period from October 1, 2025 to March 31, 2026, under his director letter agreement. After this grant, he directly holds 44,628 Class A Ordinary Shares.

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Top KingWin Ltd director and CEO Xu Ruilin has filed an initial statement of beneficial ownership, outlining his holdings in the company. He reports direct ownership of 133,882 Class B Ordinary Shares and indirect ownership of 6,060 Class B and 768 Class A Ordinary Shares through Xu Ruilin Capital Co., Ltd.

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Top KingWin Ltd agreed to sell its wholly owned indirect subsidiary Guangdong Tiancheng Jinhui Enterprise Development Group Co., Ltd. to Junze Management Co., Limited for cash consideration of USD 218,100 under a Share Transfer Agreement dated May 21, 2026.

Before this deal, Top KingWin owned the Target through its ownership of Sky KingWin Ltd. and Sky KingWin (HK) Limited. After closing, the Purchaser will be the sole shareholder of the Target and will assume all of its assets and liabilities, as well as those of its subsidiaries, once closing conditions including payment of the purchase price are met.

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FAQ

How many Top KingWin (WAI) SEC filings are available on StockTitan?

StockTitan tracks 28 SEC filings for Top KingWin (WAI), including 10-K annual reports, 10-Q quarterly reports, 8-K current reports, and Form 4 insider trading disclosures. Each filing includes AI-generated summaries, impact scoring, and sentiment analysis.

When was the most recent SEC filing for Top KingWin (WAI)?

The most recent SEC filing for Top KingWin (WAI) was filed on August 4, 2026.