Welcome to our dedicated page for Zoomcar Holdings SEC filings (Ticker: ZCAR), 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.
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. filed Amendment No. 1 to its warrant exchange tender offer statement. The company is conducting an offer to eligible holders of certain outstanding warrants, allowing them to exchange these warrants for shares of Zoomcar common stock on the terms described in its previously issued Offer to Exchange dated January 23, 2026. This amendment is described as an exhibits-only update, mainly adding and organizing forms such as letters of transmittal and consent for different warrant series, a notice of withdrawal, a letter to warrant holders, potential warrant amendments, and a lock-up agreement. Core terms of the original exchange offer remain unchanged, and no additional financial results or new transaction terms are introduced in this amendment.
Zoomcar Holdings, Inc. launched two capital structure initiatives. The company commenced an offer to exchange several classes of outstanding warrants for shares of common stock. Exchange ratios vary by instrument, including 20,000 shares of common stock for each Common Warrant and 10 shares of common stock for each Series A Warrant, Series B Warrant, Pre-Funded Warrant, Bridge Placement Agent Warrant, Placement Agent Warrant and Series A Placement Agent Warrant that are tendered and accepted. The shares to be issued are intended to rely on the Section 3(a)(9) registration exemption and the offer is conditioned on stockholder approval of an increase in authorized common shares.
On the same date, Zoomcar launched a Bridge Financing private placement under Rule 506(c), offering up to $5,000,000 of units, with a minimum of $2,000,000 required by February 28, 2026. Each $1,000 Unit consists of one share of Series A Convertible Preferred Stock, initially convertible at $0.05 per common share, and a warrant to buy one common share at an initial exercise price of $0.0625 per share.
Zoomcar Holdings, Inc. has launched an issuer tender offer to exchange several classes of outstanding warrants for shares of its common stock. Eligible holders can swap each Common Warrant for 20,000 shares of common stock, and each Series A Warrant, Series B Warrant, Pre-Funded Warrant, Bridge Placement Agent Warrant, Placement Agent Warrant, and Series A Placement Agent Warrant for 10 shares of common stock. As of January 22, 2026, the warrants eligible for the offer could be exchanged for up to 483,032,089 shares of common stock, if all are tendered and accepted.
The company will issue only stock as consideration, pay no cash to tendering holders, and intends to cancel and retire the warrants it acquires. The offer runs from January 23, 2026 until 5:00 p.m. Eastern Time on March 31, 2026, and completion is conditioned on stockholder approval and effectiveness of an amendment increasing authorized common shares. Participants must sign a lock-up agreement under which half of the new shares are restricted for 12 months after the offer expires and the other half for 18 months.
Zoomcar Holdings, Inc. entered into a private financing with FirstFire Global Opportunities Fund, LLC on December 10, 2025. The company issued a 12% convertible promissory note with an original principal amount of $220,000, sold at a $20,000 original issue discount, providing $200,000 in net proceeds. The note matures 12 months after issuance, includes scheduled installment repayments, and may be prepaid in full at a discount to the outstanding balance, subject to its terms.
On an uncured default after 180 days from closing, FirstFire may convert outstanding obligations into common stock at 75% of the lowest trading price over the prior 15 trading days, a 25% discount to market, and the outstanding balance increases to 150% of unpaid principal and accrued interest. Zoomcar also issued pre-funded warrants for 1,000,000 shares of common stock as additional consideration and to fully settle and release all prior claims related to earlier FirstFire investments. FirstFire received 12‑month piggyback registration rights and a 12‑month right to benefit from more favorable economic terms in certain substantially similar note financings. The note, warrants and any conversion shares were issued as unregistered securities under Section 4(a)(2) and/or Rule 506 of Regulation D.
Zoomcar Holdings, Inc. reported a smaller quarterly net loss and continued liquidity strain in its quarter ended September 30, 2025. Revenue was $2.29 million versus $2.25 million a year ago, while net loss narrowed to $0.79 million from $3.35 million. For the six months, revenue was $4.60 million and net loss was $5.00 million. Operating cash used was $0.53 million for the six months.
The balance sheet shows total assets of $3.12 million against total liabilities of $30.83 million and a stockholders’ deficit of $27.72 million. Cash and cash equivalents were $169,357, and the company disclosed negative working capital of $28.58 million and an accumulated deficit of $338.17 million, stating that these conditions raise substantial doubt about its ability to continue as a going concern. Management noted plans to seek additional debt or equity financing, including a previously filed Form S-1 for up to $15 million with no proceeds raised to date, and discussions for up to $5 million in bridge financing and approximately $20 million in an uplist raise. As of November 12, 2025, 6,902,727 common shares were outstanding.
Zoomcar Holdings, Inc. announced that its ordinary shares began trading on the OTCQB tier under the ticker ZCAR on November 4, 2025. The company elected to transition its quotation from OTCQX to OTCQB after receiving notice it no longer met certain OTCQX eligibility requirements.
The move does not affect the company’s reporting obligations under the Securities Exchange Act of 1934, and its securities continue to trade publicly in the United States.
Zoomcar Holdings, Inc. (ZCAR) filed an 8-K disclosing that on 24 June 2025 it privately placed two 12% convertible bridge notes with 1800 Diagonal Lending LLC and Boot Capital LLC.
- Gross principal: $402,000 and $111,760, respectively; combined $513,760.
- Original-issue discount (OID): 10% on each note, resulting in net cash proceeds of $350,000.
- Maturity: 30 March 2026, with scheduled installments; issuer may prepay at a discount.
- Default terms: interest rises to 22% and the outstanding balance inflates to 150%—and up to 200%—of principal plus accrued interest. Late share delivery incurs a $1,000/day penalty.
- Conversion right (default only): holder may convert outstanding balance into common stock at 75% of the lowest trading price in the prior 15 trading days, exposing shareholders to potential dilution.
The securities were issued under Rule 506 of Regulation D, avoiding SEC registration. Exhibit 4.1 contains the form of note; Exhibit 10.1 the purchase agreement.