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  4. [8-K] Wetouch Technology Inc. Reports Material Event

Wetouch Technology Inc. (NASDAQ: WETH) $38.8M placement to controlling holders

Filing Impact
(High)
Filing Sentiment
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

Wetouch Technology Inc. entered into share purchase agreements to sell 31,037,830 shares of common stock at $1.25 per share, for gross proceeds of $38,797,287.50, in a private placement to controlling shareholders Qixun Technology Limited and Qihong Technology Limited. The offering was priced at a premium to market under Nasdaq rules and is expected to close on or about August 4, 2026, subject to customary closing conditions.

The shares issued will be subject to a one-year lock-up period. Management has sole and absolute discretion over the use of proceeds and intends to obtain touch-screen complete systems through in-house development or acquisitions from established manufacturers. The unregistered sale relies on exemptions under Section 4(a)(2) of the Securities Act of 1933 and Rule 506 of Regulation D, with each purchaser representing that they are an "accredited investor" acquiring the securities for investment purposes.

Positive

  • None.

Negative

  • None.

Filing Explained

Closing remains pending; the filing does not establish that 31,037,830 shares have been issued.

Wetouch Technology reports an agreement to sell 31,037,830 common shares to its controlling shareholders, with closing expected on or about August 4, 2026 subject to customary conditions; the filing therefore does not establish that the transaction has closed.

If issued, the additional shares would increase the total share count and reduce existing holders’ percentage ownership, absent offsetting changes.

Although Item 3.02 describes the securities as “issued and sold,” Item 1.01 says closing remains pending, so the supported lifecycle state is an agreed transaction awaiting completion rather than a completed issuance.

Item 1.01 Entry into a Material Definitive Agreement Business
The company signed a significant contract such as a merger agreement, credit facility, or major partnership.
Item 3.02 Unregistered Sales of Equity Securities Securities
The company sold equity securities in a private placement or other unregistered transaction.
Item 9.01 Financial Statements and Exhibits Exhibits
Financial statements, pro forma financial information, and exhibit attachments filed with this report.
Shares issued 31,037,830 shares Aggregate common stock to be issued under the Share Purchase Agreements
Purchase price $1.25 per share Price per share in the private placement to controlling shareholders
Gross proceeds $38,797,287.50 Total gross proceeds from sale of 31,037,830 shares
Lock-up period one-year Duration of lock-up on shares issued in the private placement
Expected closing date on or about August 4, 2026 Anticipated closing of the private placement, subject to customary conditions
Material Definitive Agreement regulatory
"Item 1.01 Entry into a Material Definitive Agreement"
A material definitive agreement is a legally binding contract that creates major, long‑term obligations or rights for a company, such as loans, asset sales, mergers, or supplier deals. Think of it like a mortgage or lease for a business: it can change future cash flow, risk and control, so investors watch these agreements closely because they can materially affect a company’s value, financial health and stock price.
private placement financial
"The closing of the private placement is expected to occur"
A private placement is a sale of securities directly to a selected group of investors, typically institutions or accredited investors, instead of through a public offering. It lets a company raise money faster and with fewer regulatory steps; for existing shareholders it matters because the newly issued shares, often sold at a discount, increase the share count and can dilute their ownership.
accredited investor regulatory
"Each purchaser represented that they are an "accredited investor""
An accredited investor is an individual or entity that meets certain financial criteria, such as having a high income or significant net worth, allowing them to invest in private or less regulated investment opportunities. This status matters because it grants access to investments that are often riskier or less available to the general public, reflecting a higher level of financial knowledge or resources.
Section 4(a)(2) of the Securities Act of 1933 regulatory
"in reliance upon exemptions from registration provided by Section 4(a)(2) of the Securities Act of 1933"
Rule 506 of Regulation D regulatory
"and Rule 506 of Regulation D thereunder"
Rule 506 of Regulation D is a U.S. Securities and Exchange Commission exemption that lets companies sell securities privately without registering them with the SEC, similar to a private party invitation rather than a public auction. It matters to investors because it determines how much information they’ll receive, who can buy (accredited vs. non-accredited), whether public advertising is allowed, and how easily the investment can be resold — all factors that affect risk, transparency and liquidity.
lock-up period financial
"shares issued pursuant to the Share Purchase Agreements are subject to a one-year lock-up period"
A lock-up period is a fixed time after a stock offering during which company insiders and early investors are legally barred from selling their shares. It matters because when that restriction expires a large block of previously locked-up shares can enter the market at once, potentially lowering the stock price or spiking trading volume—like opening a floodgate—so investors monitor these dates to anticipate price moves and manage risk.

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

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FAQ

What transaction did Wetouch Technology Inc. (WETH) approve on July 31, 2026?
Wetouch Technology Inc. approved share purchase agreements to sell 31,037,830 common shares at $1.25 per share for gross proceeds of $38,797,287.50 in a private placement to its controlling shareholders, subject to customary closing conditions around August 4, 2026.

How many shares is Wetouch Technology Inc. (WETH) selling and at what price?
Wetouch Technology Inc. agreed to sell 31,037,830 shares of common stock at a purchase price of $1.25 per share. This private placement to controlling shareholders is expected to generate gross proceeds of $38,797,287.50, with all issued shares subject to a one-year lock-up period.

Who are the purchasers in Wetouch Technology Inc. (WETH)'s private placement?
The purchasers are Qixun Technology Limited and Qihong Technology Limited, described as controlling shareholders of Wetouch Technology Inc. They entered into share purchase agreements to buy 31,037,830 common shares in a private placement relying on Section 4(a)(2) and Rule 506 of Regulation D.

When is the Wetouch Technology Inc. (WETH) private placement expected to close?
The private placement is expected to close on or about August 4, 2026, subject to satisfaction of customary closing conditions. Until closing, the agreements remain conditional, and the shares and proceeds will not be delivered or received by the parties.

How will Wetouch Technology Inc. (WETH) use the proceeds from the private placement?
Management has sole and absolute discretion over the proceeds and intends to use them to obtain touch-screen complete systems. This may occur through in-house development or by acquiring such systems from established manufacturers, according to the company’s stated plans.

What securities law exemptions does Wetouch Technology Inc. (WETH)'s offering rely on?
The securities are being offered and sold in reliance on Section 4(a)(2) of the Securities Act of 1933 and Rule 506 of Regulation D. Each purchaser represented that they are an accredited investor acquiring the shares for investment purposes in this unregistered private placement.

Are Wetouch Technology Inc. (WETH)'s new shares subject to any lock-up?
Yes. The common shares issued under the share purchase agreements will be subject to a one-year lock-up period. During this period, the purchasers are restricted from transferring the shares, which limits immediate resale into the market.
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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 8-K

 

CURRENT REPORT

Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934

 

Date of Report (Date of earliest event reported):July 31, 2026

 

WETOUCH TECHNOLOGY INC.

(Exact name of registrant as specified in its charter)

 

Nevada   001-41957   20-4080330
(State or other jurisdiction
of incorporation)		   (Commission File Number)   (IRS Employer
Identification No.)

 

No.29, Third Main Avenue, Shigao Town, Renshou County,

Meishan, Sichuan, China 620500

(Address of principal executive offices)

 

Registrant’s telephone number, including area code: (86) 28-37390666

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the Company under any of the following provisions:

 

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class   Trading Symbol(s)   Name of each exchange on which registered
Common Stock, $0.001 par value   WETH   The Nasdaq Stock Market LLC

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1934 (§240.12b-2 of this chapter).

 

Emerging growth company ☒

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

 

 

 

 

 

Item 1.01 Entry into a Material Definitive Agreement

 

On July 31, 2026, Wetouch Technology Inc. (the “Company”) entered into certain share purchase agreements (the “Share Purchase Agreements”) with Qixun Technology Limited and Qihong Technology Limited, the controlling shareholders of the Company (the “Purchasers”), pursuant to which the Company agreed to issue and sell an aggregate of 31,037,830 shares of its common stock, par value $0.001 per share, at a purchase price of $1.25 per share for gross proceeds of $38,797,287.50. The offering was priced at a premium to market under Nasdaq rules.

 

The closing of the private placement is expected to occur on or about August 4, 2026, subject to the satisfaction of customary closing conditions. The management of the Company has sole and absolute discretion concerning the use of the proceeds from the offering. The shares issued pursuant to the Share Purchase Agreements are subject to a one-year lock-up period. The Company intends to use the proceeds to obtain touch-screen complete systems through in-house development or acquisition from established manufacturers.

 

Item 3.02 Unregistered Sales of Equity Securities

 

The disclosure set forth in Item 1.01 hereof is hereby incorporated by reference into this Item 3.02.

 

The securities referenced therein were issued and sold in reliance upon exemptions from registration provided by Section 4(a)(2) of the Securities Act of 1933 and Rule 506 of Regulation D thereunder. Each purchaser represented that they are an “accredited investor” and were acquiring the securities for investment purposes.

 

The foregoing description of the Share Purchase Agreements does not purport to be complete and is qualified in its entirety by reference to the full text of the Share Purchase Agreements. A copy of the form of such Share Purchase Agreement is attached hereto as Exhibits 10.1, and is incorporated herein by reference.

 

Item 9.01 Financial Statements and Exhibits.

 

(d) Exhibits.

 

Exhibit
Number		   Description
10.1   Form of Share Purchase Agreement in respect of the shares of the Company’s common stock

 

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 hereunto duly authorized.

 

  WETOUCH TECHNOLOGY INC.
   
Date: July 31, 2026 By: /s/ Zongyi Lian
  Name:  Zongyi Lian
  Title:

President and Chief Executive officer

(Principal Executive Officer)

 

2

 

Source: View Original Filing on SEC EDGAR

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