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DirectBooking (ZDAI) updates resale table; DataVision’s post-offer stake revised

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(Neutral)
Filing Sentiment
(Neutral)
Form Type
424B3

Rhea-AI Filing Summary

DirectBooking Technology Co., Ltd. files a prospectus supplement to its Form F-3 registration, updating a resale registration for up to 60,815,975 Class A Ordinary Shares (post-Reverse Split equivalent 3,800,999 shares). The supplement states the company will not receive any proceeds from resales and revises the Selling Shareholders table (DataVision’s resale count and post-offering beneficial ownership are updated).

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Insights

Routine resale prospectus supplement; updates selling-holder figures and preserves resale-only structure.

The supplement revises the Selling Shareholders table to reflect specific resale share counts and beneficial ownership percentages, including DataVision’s updated counts. It preserves the disclosure that the issuer will not receive proceeds from these sales.

Timing and transfer mechanics remain governed by the underlying registration statement and the listed plan of distribution; subsequent filings may disclose further resale activity.

Registered shares 60,815,975 shares Prospectus supplement to Form F-3
Post-Reverse Split equivalent 3,800,999 shares 1-for-16 Reverse Split effective February 19, 2026
Last reported sale price $3.52 per share Last reported sale price on March 31, 2026
DataVision resale shares 3,682,641 shares Number of resale shares for DataVision Intelligence Co., Ltd.
DataVision beneficial ownership after offering 2.02% Beneficial ownership percentage after this offering
prospectus supplement regulatory
"This prospectus supplement No. 1 supplements and amends the prospectus dated February 4, 2026"
A prospectus supplement is an additional document provided alongside a company's main offering details, offering updated or extra information about a specific financial product being sold. It helps investors understand the latest terms, risks, and details of the investment, similar to how an update or revision clarifies or expands on original instructions, ensuring they have current and complete information before making a decision.
Reverse Split market
"1-for-16 reverse stock split of the Company’s ordinary shares that became effective on February 19, 2026"
A reverse split is when a company reduces the number of its outstanding shares by combining several existing shares into one new share, so the price per share rises proportionally while the company’s overall value stays the same. Investors care because it can make a stock appear more respectable or meet exchange rules — like turning many small coins into a single larger bill — but it can also signal financial trouble and often affects trading liquidity and investor perception.
Selling Shareholders table regulatory
"revises the information set forth in the row for DataVision Intelligence Co., Ltd."
Offering Type resale/secondary
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FAQ

What does the prospectus supplement for ZDAI register?
It registers the resale by selling shareholders of up to 60,815,975 Class A Ordinary Shares. The supplement updates the Selling Shareholders table and notes a post-Reverse Split equivalent of 3,800,999 shares in the amended disclosure.

Will DirectBooking (ZDAI) receive proceeds from the resale?
No. The supplement explicitly states the company will not receive any proceeds from the resale of the securities offered. Resale proceeds, if any, would be received by the selling shareholders, not the issuer.

How was DataVision’s entry changed in the Selling Shareholders table?
DataVision’s number of resale shares is revised to 3,682,641 and its beneficial ownership after this offering is shown as 2.02%. These updated figures appear in the amended Selling Shareholders table in the supplement.

What is the post-Reverse Split share equivalence disclosed?
The supplement states the registered amount of 60,815,975 Class A Ordinary Shares equals 3,800,999 shares after a 1-for-16 reverse stock split that became effective on February 19, 2026, as reflected in the disclosure.

 

Filed pursuant to Rule 424(b)(3)

Under the Securities Act of 1933, as amended

Registration No. 333-292662

 

PROSPECTUS SUPPLEMENT NO. 1

(to Prospectus dated February 4, 2026)

 

DirectBooking Technology Co., Ltd.

 

 

60,815,975 Class A Ordinary Shares

 

This prospectus supplement No. 1 supplements and amends the prospectus dated February 4, 2026 (the “Prospectus”), which forms a part of our Registration Statement on Form F-3 (Registration No. 333-292662), relating to the offer and sale by the selling shareholders identified in the Prospectus of up to 60,815,975 Class A Ordinary Shares (3,800,999 Class A Ordinary Shares after giving effect to a 1-for-16 reverse stock split of the Company’s ordinary shares that became effective on February 19, 2026 (the “Reverse Split”)).

 

We will not receive any proceeds from the resale of the securities offered by the Prospectus and this prospectus supplement.

 

This prospectus supplement should be read in conjunction with the Prospectus. This prospectus supplement updates and supplements the information contained in the Prospectus. To the extent there is any inconsistency between the information contained in the Prospectus and this prospectus supplement, you should rely on the information contained in this prospectus supplement. This prospectus supplement is not complete without, and may not be delivered or utilized except in connection with, the Prospectus. Please keep this prospectus supplement with your Prospectus for future reference.

 

Our Class A Ordinary Shares are listed on the Nasdaq Capital Market under the symbol “ZDAI.” On March 31, 2026, the last reported sale price of our Class A Ordinary Shares was $3.52 per share.

 

Investing in our securities involves a high degree of risk. You should carefully review the risks and uncertainties incorporated by reference in the Prospectus under the heading “Risk Factors” on page 7 of the Prospectus and under similar headings in the other documents incorporated by reference therein.

 

Neither the U.S. Securities and Exchange Commission nor any state securities commission has approved or disapproved of these securities or passed upon the accuracy or adequacy of the Prospectus or this prospectus supplement. Any representation to the contrary is a criminal offense.

 

We are filing this prospectus supplement to revise the numbers of resale shares and beneficial ownership after this offering set forth in the “Selling Shareholders” table on page 20 of the Prospectus. Other than the changes described herein, this prospectus supplement does not affect any other information set forth under the caption “Selling Shareholders” in the Prospectus. The share numbers set forth in the amended and supplemented Selling Shareholder Table contained in this prospectus supplement do not give effect to the Reverse Split.

 

 

 

 

The Selling Shareholder Table is hereby amended and supplemented by revising the information set forth in the row for DataVision Intelligence Co., Ltd. to reflect that the number of resale shares by such selling shareholder is 3,682,641, and the beneficial ownership of such selling shareholder after the offering is 2.02%.

 

Name of the Selling Shareholder  Beneficial Ownership
Prior to this Offering		   Number of
Resale Shares		   Beneficial Ownership
After this Offering		 
   Number   Percent   Number      Number   Percent 
Visionetic Perception Co., Ltd.(1)   6,333,333    4.92%   6,333,333        -    -%
OceanStar ECommerce Co., Ltd.(2)   12,666,668    9.84%   12,666,668         -    -%
LiberArts EduVision Group Co., Ltd.(3)   6,266,667    4.87%   6,266,667        -    -%
HuaMaoTong International Trading Co., Ltd.(4)   6,333,333    4.92%   6,333,333        -    -%
NovaSphere Global Investments Co., Ltd.(5)   6,255,730    4.86%   5,200,000        1,055,730    0.82%
NeuroSphere Future Co., Ltd.(6)   6,255,730    4.86%   5,200,000        1,055,730    0.82%
DataVision Intelligence Co., Ltd.(7)   6,275,477    4.88%   3,682,641        2,592,836    2.02%
Navigators Capital Management Co., Limited(8)   6,250,693    4.86%   4,933,333        1,317,360    1.02%
Happiness Technology Co., LTD(9)   6,250,693    4.86%   4,933,333        1,317,360    1.02%
Congyan Chen(10)   6,322,397    4.91%   5,266,667        1,055,730    0.82%

 

(1) Visionetic Perception Co., Ltd.’s ultimate control person is Donghui Liu, a Chinese individual and its sole director. Donghui Liu’s residential address is RM D5, 5/F, King Yip Factory Building, No. 59 King Yip Street, Kwun Tong, Hong Kong.
(2) OceanStar ECommerce Co., Ltd.’s ultimate control person is Yanqiu Guan, a Chinese individual and its sole director. Yanqiu Guan’s residential address is RM C05, Flat A, 2/F, Tontex Ind Building, 2-4 Sheung Hei Street, San Po Kong, Hong Kong.
(3) LiberArts EduVision Group Co., Ltd.’s ultimate control person is Shuli Zang, a Chinese individual and its sole director. Shuli Zang’s residential address is Flat 1019B, 10/F, Liven House, No. 61-63 King Yip Street, Kwun Tong, Hong Kong.
(4) HuaMaoTong International Trading Co., Ltd.’s ultimate control person is Yanting Wu, a Chinese individual and its sole director. Yanting Wu’s residential address is Room 602, 6th Floor, Kai Yue Commercial Building, 2C Argyle Street, Mong Kok, Kowloon, Hong Kong.
(5) NovaSphere Global Investments Co., Ltd.’s ultimate control person is Menghai Liu, a Chinese individual and its sole director. Menghai Liu’s residential address is No. 5-16, Group 1, Dongtai Village, Qixingpao Town, Baoqing County, Heilongjiang Province, the People’s Republic of China.
(6) NeuroSphere Future Co., Ltd.’s ultimate control person is Yanjun Jiang, a Chinese individual and its sole director. Yanjun Jiang’s residential address is Rm H 11, 1/F, Kaiser Est Phase 2, No. 51 Man Yue Street, Hung Hom, Hong Kong.
(7) DataVision Intelligence Co., Ltd.’s ultimate control person is Lili Yao, a Chinese individual and its sole director. Lili Yao’s residential address is Rm 01, 26th Floor, Working View Comm Building, 21 Yiu Wah Street, Causeway Bay, Hong Kong.
(8) Navigators Capital Management Co., Limited’s ultimate control person is Xianzhi Liu, a Chinese individual and its sole director. Xianzhi Liu’s residential address is Flat A516, 5/F, Efficiency House, 35 Tai Yau Street, San Po Kong.
(9) Happiness Technology Co., LTD’s ultimate control person is Hongli Yang, a Chinese individual and its sole director. Hongli Yang’s residential address is Intershore Chambers, Road Town, Tortola, British Virgin Islands.
(10) Congyan Chen is a Chinese individual with an address at No. 101, South Street, Jiazhai Village, Zhuangke Township, Quyang County, Baoding City, Hebei Province, China

 

The date of this prospectus supplement is April 1, 2026

 

 

 

Source: View Original Filing on SEC EDGAR