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Richtech Robotics Inc. Chief Operating Officer Phil Zheng reported equity compensation activity in Class B Common Stock. On December 4, 2025, he received 600,000 restricted stock awards granted by the Board of Directors, which were fully vested on the grant date and reported at a price of $0 per share. On the same date, 222,000 shares were withheld at a reported price of $4.59 per share to cover his tax liability related to the RSA vesting, a withholding approved by the Board. After these transactions, he directly beneficially owned 1,378,000 shares of Class B Common Stock.
Richtech Robotics Inc. director Saul Factor reported multiple equity awards of Class B common stock received as compensation. He was granted 12,000 restricted stock awards on July 8, 2024 and 10,000 on November 20, 2024, both fully vested on the grant dates. He was then granted 18,000 restricted stock awards on February 17, 2025, with 6,000 vesting on each of February 17, 2025, May 17, 2025 and August 17, 2025. A further 24,000 restricted stock awards were granted on October 29, 2025 and vest quarterly in equal installments beginning November 17, 2025. Following the latest grant, he beneficially owned 64,000 shares of Class B common stock directly.
Richtech Robotics Inc. reported corporate governance changes involving its capital structure and equity compensation. The company amended its Articles of Incorporation to raise the authorized Class B common stock from 200,000,000 to 1,000,000,000 shares, allowing it to issue significantly more stock in the future. This amendment, along with a Second Amended and Restated 2023 Stock Option Plan, was approved by the board and shareholders holding approximately 68.50% of the voting power. The revised stock option plan includes an automatic annual increase feature, tied to outstanding Class B shares each year through November 1, 2034, which allows additional shares to be reserved for equity awards.
Richtech Robotics Inc. (RR) approved a new compensation plan for its independent directors on October 29, 2025. For the fiscal year ended September 30, 2025, each independent director will receive a $60,000 cash payment, with an additional $10,000 for the audit committee chair and $5,000 for each compensation committee member.
For the fiscal year ending September 30, 2026, each independent director will receive $60,000 in cash plus a grant of 24,000 restricted stock awards under the Amended and Restated 2023 Stock Option Plan. These RSAs vest quarterly in equal installments beginning November 17, 2025. The audit committee chair will again receive an additional $10,000, and each compensation committee member will receive an additional $5,000.
Richtech Robotics (RR) filed a Form 4/A amending a prior insider report. The amendment clarifies that an attempted transfer of 200,000 shares to CEO Zhenwu (Wayne) Huang on 10/01/2025 was rejected by the issuer and transfer agent, so no transfer occurred. The original report was filed on 10/03/2025.
Following this correction, the reporting person beneficially owns 30,308,000 shares of Class A Common Stock, held directly.
Richtech Robotics (RR) filed a Form 4/A correcting an earlier insider report. The filing states that an attempted transfer of 200,000 shares of common stock to the reporting person was rejected by the issuer and transfer agent, so no transfer occurred.
The table reflects a non-derivative entry for Class B Common Stock on 10/01/2025 with transaction code J and an amount of 0, indicating no change. Following the reported item, the reporting person shows 1,000,000 shares beneficially owned (Direct). This amendment clarifies ownership without recording an actual acquisition or disposition.
Richtech Robotics Inc. disclosed that its board and holders of a majority of voting power approved by written consent two actions: increasing authorized Class B Common Stock from 200,000,000 to 1,000,000,000, and adopting a Second Amended and Restated 2023 Stock Option Plan with an evergreen feature.
The plan’s evergreen feature will automatically increase shares reserved for awards on the later of November 1, 2025 or the plan’s effective date, and each November 1 through November 1, 2034, by the lesser of 18% of total outstanding Class B as of the immediately preceding September 30 or a smaller amount set by the board.
The written consent was executed by stockholders representing approximately 68.49% of total voting power. As of the record date, shares outstanding were 198,337,092 (Class A: 39,934,846 with ten votes per share; Class B: 158,402,246 with one vote per share). The actions may not be effected until at least 20 calendar days after this information statement is distributed, and the filing of the charter amendment is at the board’s discretion.
Richtech Robotics Inc. is informing stockholders that its board and holders of approximately 68.49% of the voting power have approved two actions by written consent without a meeting. First, the company will amend its charter to increase authorized Class B common stock from 200,000,000 to 1,000,000,000 shares, giving the board more flexibility for future financings, acquisitions, equity compensation and other corporate uses, though any future issuances could dilute existing holders. Second, it has approved a Second Amended and Restated 2023 Stock Option Plan with an “evergreen” feature that, starting on the later of November 1, 2025 or the plan’s effective date and continuing annually through November 1, 2034, can increase the Class B share reserve each year by up to 18% of the total outstanding Class B shares as of the prior September 30, or a smaller amount set by the board. As of the October 10, 2025 record date, 39,934,846 Class A and 158,402,246 Class B shares were outstanding.
Richtech Robotics Inc. Chief Executive Officer Huang Zhenwu bought 200,000 shares of Class A common stock on October 1, 2025, in an open-market or private transaction recorded at a per-share price of $0.00. After this trade, he beneficially owned 30,108,000 shares directly.
According to a securities assignment agreement dated October 1, 2025, Huang agreed to transfer these 200,000 Class A shares to Phil Zheng as consideration for services provided to the company. Upon this transfer, the shares convert from Class A common stock into Class B common stock.
Phil Zheng, the company's Chief Operating Officer, reported an acquisition of 200,000 shares of Class B common stock on 10/01/2025. The filing states these shares were transferred to Mr. Zheng from Zhenwu Huang under a Securities Assignment Agreement dated 10/01/2025 as consideration for services, and the transferred shares converted from Class A to Class B upon transfer. After the transaction, Mr. Zheng beneficially owns 1,200,000 shares. The Form 4 was signed on 10/03/2025 and was filed by one reporting person.