Welcome to our dedicated page for Wellchange Holdings SEC filings (Ticker: WCT), 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.
Wellchange Holdings Company Limited (NASDAQ: WCT) files as a foreign private issuer and reports to the U.S. Securities and Exchange Commission primarily through Form 20-F and Form 6-K. As an enterprise software solution services provider headquartered in Hong Kong, its SEC filings give structured insight into its capital structure, financing transactions, governance decisions, and Nasdaq listing status. This page centralizes those filings and pairs them with AI-powered tools that help explain the key points in plain language.
Capital raising and share issuance are prominent themes in Wellchange’s recent Form 6-K reports. The company has disclosed its initial public offering of ordinary shares on the Nasdaq Capital Market, the exercise of an underwriters’ over-allotment option, subsequent public offerings, and a private placement of Class A ordinary shares under a securities purchase agreement and registration rights agreement. Filings describe gross proceeds, use of proceeds for general corporate purposes that may include acquisitions and working capital, and related agreements with placement agents and escrow agents.
Wellchange’s filings also cover Nasdaq compliance and share structure. A Form 6-K explains Nasdaq’s notification that the company did not meet the minimum bid price requirement under Listing Rule 5550(a)(2), the initial 180-day compliance period, and a later 180-day extension to regain compliance. Other filings detail shareholder approvals for a dual-class share capital structure with Class A and Class B ordinary shares, potential share consolidations within a specified ratio range, and an increase in authorized share capital, along with the adoption of amended and restated memorandum and articles of association.
Additional Form 6-K reports address governance and compensation matters, including director and committee changes, adoption of the 2025 Equity Incentive Plan, and grants of ordinary shares under that plan to the Chief Executive Officer and Chairman subject to a lock-up period. Through this page, users can quickly access Wellchange’s 10-K equivalent (Form 20-F), interim and event-driven 6-K reports, and related exhibits. AI-generated summaries highlight the main terms of offerings, governance actions, and listing notices, while insider-related grants and equity plans can be reviewed in context alongside the underlying documents.
Wellchange Holdings Company Limited reported that its board appointed two new independent directors, Mr. Lau Yun Chau and Mr. Lau Chun, effective June 10, 2026. Both signed director offer letters and will serve until their successors are elected, subject to annual re-appointment by the board.
Mr. Lau Yun Chau, who previously served on the board from October 2024 to February 2026 and has more than eight years of advertising experience, will receive annual compensation of US$7,000. Mr. Lau Chun, a seasoned finance professional with over 30 years of leadership experience, will receive US$18,000 per year.
The board determined that both directors meet the independence requirements under Nasdaq Listing Rule 5605(a)(2). The company noted that its board continues to be composed of a majority of independent directors.
Wellchange Holdings Company Limited is calling meetings of its Class A and Class B shareholders and an annual general meeting to overhaul its capital structure and voting rights. Shareholders will vote on cutting the par value of both share classes from US$0.0025 to US$0.000005, then increasing authorized capital to 9,900,000,000 Class A shares and 100,000,000 Class B shares. A key proposal would raise the voting power of each Class B share from 35 to 100 votes and adopt a fifth amended and restated memorandum and articles of association. Another proposal would consolidate every 400 issued and unissued Class A shares into one share, at a one‑for‑400 ratio, with Class B shares remaining unconsolidated and their conversion rate adjusted. As of the June 9, 2026 record date, 145,265,000 Class A shares and 8,000,000 Class B shares were outstanding, and the board unanimously recommends voting in favor of all proposals.
Wellchange Holdings Company Limited files its annual report for the year ended December 31, 2025, showing a sharp deterioration in performance. Revenue fell to US$1,348,084, down 41.6% from 2024, and the company recorded a net loss of US$7,322,805 versus a 2023 profit of US$937,609.
The business relies heavily on bespoke ERP software projects and ERP SaaS subscriptions in Hong Kong, with non‑recurring project work and cancellable 12‑month SaaS contracts adding volatility. Management highlights intense competition, customer churn risk, data‑privacy compliance obligations and dependence on key staff as material risks. As a Cayman Islands holding company with all operations in Hong Kong, Wellchange also notes legal and practical challenges enforcing U.S. judgments and potential constraints on cash flows from its Hong Kong subsidiary, while stating it has no current plans to pay dividends.
Wellchange Holdings Company Limited announced changes to its board of directors. The board appointed Ms. Chung Hiu Tung (Rachel) as an independent director, chairwoman of the Audit Committee, and a member of the Compensation and Nominating Committee. She is an experienced accounting professional, a member of the Hong Kong Institute of Certified Public Accountants, and has been designated an “audit committee financial expert” under U.S. securities rules and as independent under Nasdaq standards. Ms. Chung entered into a director offer letter on March 20, 2026, and will receive annual compensation of US$20,000. On March 26, 2026, Mr. Michael Chung Fai Ng resigned as an independent director, effective the same day.
Wellchange Holdings Company Limited reports that it has regained compliance with Nasdaq’s minimum bid price requirement. Nasdaq staff confirmed that from March 6 to March 19, 2026, the closing bid price of the Company’s Class A Ordinary Shares was at or above $1.00 per share for at least 10 consecutive business days. As a result, the Company now complies with Nasdaq Listing Rule 5550(a)(2) for continued listing on The Nasdaq Capital Market and the matter is described as closed.
Wellchange Holdings Company Limited reported changes to its board of directors. On February 25, 2026, the board appointed Mr. Jun Liu and Ms. Yiyun Wang as independent directors. Mr. Liu joined the audit, compensation and nomination committees, while Ms. Wang became chair of the compensation committee and a member of the nominating and audit committees.
Both new directors were determined to be independent under Nasdaq rules and each entered into a director offer letter providing annual compensation of US$20,000. On February 26, 2026, existing independent directors Mr. Lau Yun Chau and Mr. Chu Chi Hong resigned, effective upon delivery of their written notices.
Wellchange Holdings Company Limited is implementing a 1-for-50 reverse stock split of its Class A and Class B ordinary shares, effective when trading begins on March 6, 2026 on the Nasdaq Capital Market under the symbol “WCT.”
The split will reduce total outstanding ordinary shares from 153,265,000 to approximately 3,065,300, with Class A shares decreasing from 145,265,000 to about 2,905,300 and Class B shares from 8,000,000 to about 160,000. Any fractional shares will be rounded up to the next whole share. Authorized ordinary shares will be reduced to 20,000,000 and par value per share will increase to $0.0025.
Wellchange Holdings Company Limited reported a board change, as the directors removed Ms. Fang Li Chieh from her role as a director, effective February 13, 2026. Her director offer letter also ended on that date. The company stated that her removal did not arise from any disagreement over operations, policies, or practices.
Wellchange Holdings Company Limited reported a chief financial officer transition and approved a new employment agreement. Mr. Chan Siu Leung, Gary resigned as CFO, effective when the board accepted his resignation on February 1, 2026. The board then appointed Ms. Lau Cheuk Wing as CFO with monthly compensation of HKD$30,000.00, documented in an agreement dated February 2, 2026. Ms. Lau, age 33, is a certified public accountant with over nine years of audit and accounting experience, including service as an Audit Manager at SHINEWING (HK) CPA Limited working with Hong Kong listed and private companies.
Wellchange Holdings Company Limited reported that Nasdaq granted an additional 180 calendar days, until April 27, 2026, to regain compliance with the minimum bid price requirement under Rule 5550(a)(2).
To regain compliance, the closing bid price of the company’s Class A ordinary shares must be at least $1.00 for a minimum of 10 consecutive business days during this period. The notice has no immediate impact on the listing; the shares will continue to trade on the Nasdaq Capital Market, subject to compliance with other listing requirements. Nasdaq initially cited a 33‑business‑day period of sub‑$1.00 bids from March 11 to April 25, 2025.