Zoomcar Holdings Inc. filings document material events for an emerging growth company operating an India peer-to-peer self-drive car-sharing marketplace. Recent Form 8-K and 8-K/A reports describe Regulation FD disclosures, tender offer materials for warrant exchanges, private placements of common stock purchase warrants, bridge-financing terms involving preferred stock and warrants, and amendments to prior event reports.
The filing record also covers capital-structure mechanics such as common stock, warrant exercise terms, beneficial ownership limitations, registration obligations, stockholder approval matters, and authorized-share considerations. Other disclosures address litigation-related orders affecting equity actions, risk-factor references in periodic reports, and the company's OTCQB trading context.
Zoomcar Holdings, Inc. completed the seventh closing of its private placement, selling 75 Series A units for approximately $75,000 in gross proceeds before placement-agent fees and offering expenses. Each $1,000 unit contains one Series A preferred share with $1,000 stated value and a warrant to purchase 20,000 common shares. At this closing, the preferred shares are convertible into 6,465,450 common shares at $0.0116 per share, and the warrants cover up to 1,500,000 common shares.
Conversions of outstanding convertible notes triggered a reset of the preferred conversion price from $0.05 to $0.0116 per common share and the outstanding Series A warrant exercise price from $0.0625 to $0.0116. The preferred reset applies to all outstanding Series A shares: each converts into 86,206 common shares, versus 20,000 at the initial price. Zoomcar says the additional shares will be substantially dilutive; the placement agent also received warrants for up to 150,000 common shares at this closing.
OTC Markets reported the public float below its 10% minimum and granted a 90-calendar-day cure period through December 21, 2026. The common stock may be removed from OTCQB if compliance is not regained; Zoomcar intends to submit a cure plan and request an extension.
Zoomcar Holdings, Inc. (ZCAR), with the agreement of the placement agent, extended the scheduled termination date of the Offering from October 9, 2026 to November 16, 2026. The corresponding “Termination Date” under the Securities Purchase Agreements with investors was extended on the same schedule. Zoomcar may further extend the Offering Termination Date in accordance with those agreements.
Zoomcar Holdings, Inc. (ZCAR) reported another closing in its ongoing private placement of Series A Units, raising additional equity capital through preferred stock and warrants. On September 11, 2026, the company entered into a securities purchase agreement with accredited investors for the sixth closing, selling 156 Units at $1,000 per Unit, for aggregate gross proceeds of approximately $155,000 before fees and expenses.
Each Unit consists of one share of Series A Convertible Preferred Stock with a stated value of $1,000 and one Series A warrant to purchase 20,000 shares of common stock. At this closing, Zoomcar issued Warrants covering up to 3,120,000 shares of common stock and agreed to issue Placement Agent Warrants for up to 312,000 shares. The preferred shares are initially convertible at $0.05 per share, and the Warrants are exercisable immediately at $0.0625 per share for five years, with standard adjustment features; the share figures do not reflect a reverse stock split approved on August 11, 2026.
Zoomcar also granted investors registration rights, committing to file a resale registration statement within 15 calendar days after the sixth closing and to seek its effectiveness within agreed timeframes, with partial liquidated damages if it does not meet these obligations. The overall Offering allows for up to $5,000,000 of Units plus an additional $5,000,000 via an overallotment option and is now scheduled to terminate on October 9, 2026, following an extension agreed with the placement agent.
Zoomcar Holdings, Inc. (ZCAR) reported the fifth closing of its ongoing private placement of Series A units to accredited investors. Each Unit consists of one share of Series A Convertible Preferred Stock with a stated value of $1,000 and one Series A warrant to purchase 20,000 shares of common stock.
At this fifth closing, the company issued 80 Units, comprising 80 preferred shares and warrants exercisable for up to 1,600,000 common shares, for aggregate consideration of approximately $80,000. Sixty Units were issued as non-cash consideration through satisfaction of accrued obligations, and 20 Units were issued for cash to an accredited investor.
The broader Offering permits sales of up to $5,000,000 of Units, plus up to an additional $5,000,000 via an overallotment option, and is being conducted under Section 4(a)(2) and Rule 506(c) of Regulation D. The scheduled termination date was extended, with the agreement of the placement agent, from September 4, 2026 to September 20, 2026. The preferred shares are initially convertible at $0.05 per share of common stock, and the warrants are exercisable at $0.0625 per share for five years from issuance.
Zoomcar Holdings, Inc. (ZCAR) completed an unregistered exchange of privately issued warrants for common stock under Section 3(a)(9) of the Securities Act. As of the August 14, 2026 expiration, holders tendered 6,029,194 Existing Warrants, about 63% of warrants outstanding, and the company accepted all for exchange.
In return, Zoomcar will issue 317,683,180 shares of common stock, with no cash paid or received, and all exchanged warrants will be retired and canceled. Each participating holder signed a lock-up agreement restricting transfer of 50% of received shares for 12 months and the remaining 50% for 18 months after the expiration date. The new shares are unregistered “restricted securities” and will bear Securities Act and lock-up legends.
Zoomcar Holdings, Inc. (ZCAR) filed a final amendment reporting completion of its warrant Offer to Exchange, which expired at 5:00 p.m. Eastern Time on August 14, 2026. The offer was conditioned on an Authorized Share Increase, approved at the 2026 Annual Meeting and made effective by a Certificate of Amendment filed on August 13, 2026.
Based on certifications from Vinyl Equity, Inc. as exchange agent, holders tendered and Zoomcar accepted 6,029,194 Existing Warrants, in exchange for 317,683,180 shares of Common Stock, to be issued according to the stated exchange ratios. All tendering holders executed a Lock-Up Agreement, and the accepted Existing Warrants will be retired and cancelled upon issuance of the shares. After giving effect to the exchange and expected cancellations, 3,555,822 Existing Warrants are estimated to remain outstanding across all warrant classes.
Zoomcar Holdings, Inc. reported modest revenue of $2,351,329 for the quarter ended June 30, 2026, roughly flat versus $2,312,753 a year earlier. Operating efficiency improved, with total costs and expenses falling to $3,230,177 from $4,074,176, narrowing the operating loss before tax to $878,848 from $1,761,423.
However, higher finance and other expenses led to a larger net loss of $5,369,599 compared with $4,205,313 in the prior-year quarter. Cash and cash equivalents were only $405,441, against total liabilities of $38,913,031 and a stockholders’ deficit of $(35,731,960). Current liabilities of $38,011,871 far exceed current assets of $1,329,377, creating a working capital deficit of $36,682,494.
Management explicitly states that the company’s cash position is critically deficient, critical payments are not being made in the ordinary course, and there is substantial doubt about its ability to continue as a going concern. The company is relying on bridge notes, promissory notes and Series A convertible units for liquidity, while remaining in default on several debt and lease obligations, including penal interest of $569,749 to Leaseplan India in the quarter.
Zoomcar Holdings Inc. entered into securities purchase agreements for the fourth closing of its private placement of Series A units. It issued 498 Units, each with one Series A Convertible Preferred Share (stated value $1,000) and a warrant for 20,000 common shares, for aggregate consideration of approximately $498,000 through satisfaction of accrued obligations, with no cash received. The warrants cover up to 9,960,000 common shares at an exercise price of $0.0625 per share; the preferred shares are initially convertible at $0.05 per share. The overall Offering allows sales of up to $5,000,000 of Units plus a $5,000,000 overallotment option and is currently scheduled to terminate on September 4, 2026.
The company agreed to register the resale of common shares issuable upon conversion and exercise under a registration rights agreement. Separately, stockholders approved an Authorized Share Increase from 250,000,000 to 1,990,000,000 common shares, a warrant exchange issuance of up to 509,192,089 shares, a 1,000,000-share inducement grant, and a reverse stock split authorization at a ratio between 1-for-2 and 1-for-800, to be implemented at the board’s discretion.
Zoomcar Holdings, Inc. filed an amendment to its warrant exchange offer, extending the Expiration Date by twenty-one days. The Offer to Exchange will now expire at 5:00 p.m. Eastern Time on August 14, 2026, instead of July 24, 2026, unless further extended.
The extension is intended to provide more time for holders of Existing Warrants to consider and participate in the Offer to Exchange and for conditions to be satisfied, including stockholder approval of an increase in authorized common shares. As of this amendment, no Existing Warrants have been validly tendered and not withdrawn. Previously tendered warrants remain validly tendered unless withdrawn.
Zoomcar Holdings, Inc. has extended the expiration of its previously announced offer to exchange certain outstanding warrants for shares of its common stock. The offer, originally scheduled to expire at 5:00 p.m. Eastern Time on July 24, 2026, will now expire at 5:00 p.m. Eastern Time on August 14, 2026, unless further extended by the company.
The extension provides additional time for warrant holders to consider the Offer to Exchange and for conditions to be satisfied, including stockholder approval of an increase in authorized shares of common stock. Warrants already tendered and not withdrawn remain validly tendered, while holders may withdraw tendered warrants at any time before expiration. Participation is governed by the company’s Schedule TO and related offer materials filed with the SEC.