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AXG 6-K: Material agreement

Solowin Holdings

Filed with the SEC on · accession 0001213900-26-116488

AXG filed a 6-K (foreign company report) with the SEC on Nov 6, 2026. Solowin Holdings entered into a securities purchase agreement with Gemini Asia Holdings Limited, an entity beneficially owned by Chairman and CEO Ling Ngai Lok, to issue 1,000,000 Class B ordinary shares at US$1.20 per share for aggregate gross proceeds of US$1,200,000.

Summary of the filing

Solowin Holdings entered into a securities purchase agreement with Gemini Asia Holdings Limited, an entity beneficially owned by Chairman and CEO Ling Ngai Lok, to issue 1,000,000 Class B ordinary shares at US$1.20 per share for aggregate gross proceeds of US$1,200,000. The private placement, approved by disinterested directors and the audit committee, will increase Mr. Lok's voting power to approximately 95.17% of the company's aggregate voting power.

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Key details

Aggregate gross proceeds from private placement$1.2M
Purchase price per Class B Ordinary Share$1
Closing price per Class A Ordinary Share on November 4, 2026$2
Number of Class B Ordinary Shares subscribed$1.0M
IssuerSolowin Holdings
Purchaser; entity ultimately beneficially owned by mr. ling ngai lokGemini Asia Holdings Limited
Seychelles company wholly owned and controlled by ms. xue yao; holds 19,800 class b ordinary sharesFortune Dynasty Global Limited
Chairman of the board and chief executive officerLing Ngai Lok
Chief financial officerFeixuan Xia
Owner of fortune dynasty global limitedXue Yao

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Frequently asked questions

What did AXG file with the SEC on Nov 6, 2026?

AXG filed a 6-K (Material agreement). Solowin Holdings entered into a securities purchase agreement with Gemini Asia Holdings Limited, an entity beneficially owned by Chairman and CEO Ling Ngai Lok, to issue 1,000,000 Class B ordinary shares at US$1.20 per share for aggregate gross proceeds of US$1,200,000. The private placement, approved by disinterested directors and the audit committee, will increase Mr. Lok's voting power to approximately 95.17% of the company's aggregate voting power.

What does a material agreement mean for AXG stock?

A contract important enough that investors need to know about it — a big customer contract, a loan, a merger agreement or a partnership.

How do I read a 6-K?

How foreign companies listed in the US report news and events — like an 8-K for them. Look at the exhibit names: "results", "resign", "notice" tell you the topic. Many 6-Ks are routine (meeting notices); results and leadership changes matter most.

Why are SEC filings important?

Public companies must tell the SEC about anything that can change their value — results, leadership changes, big deals, new shares, bankruptcy. Filings are the official source, often before the news. A 6-K (foreign company report): How foreign companies listed in the US report news and events — like an 8-K for them.

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