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Zhongchao Inc. 424B Filings

ZCMD NASDAQ

Every 424B that Zhongchao Inc. (ZCMD) has filed with the SEC in the last 12 months is listed below, newest first, and each one links through to the document itself with the summary and the scores our analysis gives it.

A 424B covers the supplement that carries the terms of a priced offering, so if you follow ZCMD and want that one kind of document rather than the whole filing history, this is the page to keep. The company's other filings, of every form, are on the full ZCMD filings page.

Rhea-AI Summary

Zhongchao Inc., a Cayman Islands holding company, is offering 454,545 Class A Ordinary Shares at US$1.10 per share, for US$500,000 gross proceeds and approximately US$465,000 net under its US$300 million Form F-3 shelf registration.

The shares are sold in a registered direct transaction via Univest Securities as placement agent, and result from the partial exercise of an Additional Allocation Option tied to a July 2026 offering. Investors purchase equity in the Cayman holding company, not in the PRC operating entities, whose results are consolidated through variable interest entity Contractual Arrangements.

The company highlights extensive PRC regulatory, VIE, data-security and HFCA Act risks that could disrupt operations, limit capital-markets access, or render securities significantly less valuable. The founder and CEO controls over 97% of voting power, and the company does not expect to pay dividends in the foreseeable future.

Rhea-AI Summary

Zhongchao Inc., a Cayman Islands holding company for PRC operating entities, is conducting a registered offering of 300,000 Class A Ordinary Shares and 4,245,455 pre-funded warrants, each warrant exercisable for one Class A Ordinary Share at an exercise price of $0.001 per share. The offering price is $1.10 per share or pre-funded warrant, for a total public offering size of $5,000,000, with Univest Securities acting as placement agent and earning $350,000 in commissions.

The company is also registering 4,245,455 Class A Ordinary Shares issuable upon exercise of the pre-funded warrants. Net proceeds before expenses are $4,650,000. Zhongchao uses a VIE structure to consolidate PRC operating entities because direct foreign ownership in certain businesses is restricted, and discloses extensive risks from PRC regulatory changes, VIE enforceability, data and cybersecurity oversight, HFCA Act-related audit access, and restrictions on cash transfers and dividends. Founder and CEO Weiguang Yang controls about 99.45% of voting power, making the company a Nasdaq “controlled company.”

Rhea-AI Summary

Zhongchao Inc. is registering an offering of up to 18,518,520 Units, each Unit consisting of one Class A Ordinary Share (or, in lieu thereof, a Pre-Funded Warrant) and one Warrant to purchase one Class A Ordinary Share.

The prospectus also registers up to 18,518,520 Class A Ordinary Shares issuable upon exercise of the Pre-Funded Warrants and up to 166,666,680 Class A Ordinary Shares issuable upon exercise of the Warrants. The Units are offered at a public offering price of $0.54 per Unit. Pre-Funded Warrants have an exercise price of $0.008 per share; Warrants have an initial cash exercise price of $0.594 and include a “zero exercise price” cashless option tied to the VWAP and a Floor Price. The offering is on a best-efforts basis with Univest Securities, LLC as exclusive placement agent, and proceeds before expenses at maximum sale are shown as $9,300,000. The prospectus discloses material PRC-related regulatory and VIE risks that could affect the company’s operations and listings.