XCHG Limited entered into a securities purchase agreement with a single global institutional investor for a registered direct offering of 7,000,000 American Depositary Shares at $0.625 per ADS. The transaction is expected to generate approximately $4.375 million in gross proceeds, which the company plans to use for working capital and general corporate purposes.
The ADSs are being issued under an effective Form F-3 shelf registration, with A.G.P./Alliance Global Partners acting as sole placement agent and earning a 6.75% cash fee on aggregate gross proceeds plus capped expenses. A side letter allows A.G.P. to arrange additional closings of up to 1% of the initial ADS amount within 30 days, providing limited flexibility to place a small additional tranche.
XCHG Limited is offering 7,000,000 ADSs in a registered direct offering at a purchase price of $0.625 per ADS, representing 280,000,000 Class A Ordinary Shares (each ADS = 40 Class A Ordinary Shares). The gross proceeds are $4,375,000; net proceeds are expected to be approximately $3.9 million after placement agent fees and expenses. The Placement Agent will receive a cash fee equal to 6.75% of gross proceeds. The ADSs are listed on Nasdaq under the symbol XCH, and initial delivery is expected on or about June 29, 2026. Use of proceeds is stated as working capital and general corporate purposes.
XCH files an amendment to its prospectus supplement that fixes the size of an at-the-market ADS offering at up to $50,000 of American Depositary Shares. The amendment states the company sold 22,000 ADSs for gross proceeds of $25,018 during the prior 12 months and sets the continuous offering limit to $50,000 under the Sales Agreement with A.G.P.
The amendment also reports an approximate aggregate market value of Class A ordinary shares held by non-affiliates of $15,232,778.40, based on 580,296,320 Class A Ordinary Shares (≈ 14,507,408 ADSs) and an ADS price of $1.05 per ADS as of May 4, 2026. The filing reiterates risk factors related to PRC operations and PCAOB inspection risks.
XCHG Ltd Co-Chief Executive Officer Albina Iljasov has filed an initial Form 3 reporting her equity position in the company. She directly holds 3,000,000 Class A Ordinary Shares and 1,000,000 Restricted Stock Units. The RSUs are scheduled to vest in two equal tranches on January 1, 2027 and January 1, 2028, each settling into one Class A Ordinary Share or cash, or an equivalent number of American Depositary Shares, with each ADS representing 40 Class A Ordinary Shares.
XCHG Limited, which operates as XCharge, has appointed Albina Iljasov as Co-Chief Executive Officer effective June 1, 2026. She will serve alongside existing Co-CEO Yifei Hou.
Iljasov will primarily oversee European operations and related strategic initiatives, and lead the company’s information security and cybersecurity efforts. The Board views the Co-CEO structure as a way to support XCharge’s global expansion and strengthen operational execution, particularly in Europe where Iljasov has led growth since 2021.
XCHG Limited, a Cayman holding company for EV charger maker X-Charge, filed its 2025 annual report as a foreign private issuer with ADSs listed on Nasdaq. Each ADS represents 40 Class A ordinary shares. The company had 2,901,565,362 ordinary shares outstanding as of December 31, 2025.
Revenue grew from US$38.5 million in 2023 to US$42.2 million in 2024, then fell to US$25.1 million in 2025, while cash used in operations was US$7.5 million and cash and equivalents totaled US$11.4 million at year-end. XCHG highlights reliance on subsidiaries for cash, PRC currency and dividend restrictions, significant customer concentration, cybersecurity and CSRC filing requirements, HFCAA-related delisting risk, and a material weakness in internal control over financial reporting. The company does not expect to pay dividends in the foreseeable future.
XCHG Limited, which operates as XCharge, has filed its 2025 annual report on Form 20-F for the year ended December 31, 2025 with the U.S. Securities and Exchange Commission. The report is available on both the SEC’s website and the company’s investor relations site.
The company will also provide hard copies of the annual report, including audited consolidated financial statements, free of charge to shareholders and ADS holders who request them through its investor relations email.
XCHG Ltd director Mendez Rebollo Alberto has filed an initial Form 3 reporting beneficial ownership of 2,127,283 Class A Ordinary Shares, held directly. This filing records his existing equity position as a director and does not reflect any new buy or sell transaction.
XCHG Ltd director Huey Rodney James filed an initial statement of beneficial ownership on Form 3. The filing lists him as a director of the company but does not report any transactions or specific share holdings, serving mainly to register his insider status for future ownership reporting.
XCHG Ltd director and CEO Hou Yifei reports substantial existing holdings in the company’s dual-class share structure. The filing shows direct ownership of 296,417,032 Class B Ordinary Shares and 335,962,107 Class A Ordinary Shares.
Each Class B Ordinary Share is convertible into one Class A Ordinary Share at any time at the holder’s option and has no expiration date. If Class B shares are sold or transferred to a non-affiliate, or their beneficial ownership changes to a non-affiliate, they automatically convert into an equal number of Class A shares. Class A shares cannot be converted into Class B shares.