Xiao-I Corporation (AIXI) filings document the disclosure record of a foreign private issuer whose American depositary shares represent interests in ordinary shares. Recent Form 6-K reports cover material events, securities purchase agreements, unsecured convertible promissory notes, ADS and ordinary-share capital-structure disclosures, and incorporation of certain reports into registration statements.
The company's filings also record governance and reporting matters, including board and executive changes, board committee appointments, director agreements, indemnification agreements, auditor changes, and internal-control material weaknesses referenced from Form 20-F. Other Form 6-K disclosures address the variable interest entity involved in AI patent litigation, ADS-ratio and depositary mechanics, and registration-statement updates tied to Xiao-I's ADR program.
Xiao-I Corporation files its Form 20-F, reporting persistent losses and heavy China-related regulatory risk. The company posted net losses of US$27.01 million in 2023, US$14.55 million in 2024 and a sharply higher US$101.82 million in 2025, with negative operating cash flow in each year.
Xiao-I is a Cayman holding company that relies on a PRC variable interest entity structure, so ADS investors hold no equity in the onshore operating entities and face uncertainty if Chinese authorities disallow the VIE. Tight PRC capital, dividend and FX controls limit cash movement from China, and management does not expect to pay dividends as it prioritizes expansion.
The filing highlights substantial risks: HFCAA/PCAOB inspection uncertainty that could lead to Nasdaq delisting, customer and supplier concentration, expansion into AI hardware and overseas markets, and a remaining material weakness in internal control over financial reporting. The company also became a Nasdaq “controlled company” after issuing super-voting preferred shares to its CEO’s entity.
Xiao-I Corporation plans to change the ratio of its American Depositary Shares (ADSs) so that one ADS will represent sixty ordinary shares instead of three. For ADS holders, this functions like a one-for-twenty reverse ADS split, consolidating every twenty existing ADSs into one new ADS.
The Company’s ordinary shares are not affected; no ordinary shares will be issued or cancelled, and shareholdings in the home market remain the same. The ADSs are expected to begin trading on a post-reverse ADS split basis on Nasdaq under the symbol AIXI on May 11, 2026, with Citibank, N.A. automatically exchanging old ADSs for new ones.
Holders do not need to take action. Fractional new ADSs will not be issued; instead, fractional entitlements will be aggregated and sold by the depositary, and net cash proceeds after fees, taxes and expenses will be distributed to affected ADS holders.
Xiao-I Corporation has changed its independent auditor, dismissing Assentsure PAC and appointing CHI-LLTC as its independent registered public accounting firm, effective April 13, 2026. The change was made after a careful evaluation process and was approved by the audit committee of the board.
The company states that this decision was not due to any disagreement with Assentsure on accounting principles, financial statement disclosures, or audit procedures. Assentsure’s audit reports on the consolidated financial statements for the fiscal years ended December 31, 2024 and 2023 contained no adverse opinions or disclaimers and were not qualified or modified.
The only "reportable events" referenced are material weaknesses previously reported by management in the Form 20-F for the year ended December 31, 2024, filed on May 15, 2025. Xiao-I has provided Assentsure with these disclosures, and Assentsure’s response letter is included as Exhibit 16.1.
Xiao-I Corporation entered into a Securities Purchase Agreement with an institutional investor and completed an initial closing. The company issued an unsecured convertible promissory note with an original principal amount of $3.25 million and 8,503,369 ordinary shares as pre-delivery shares. Due to a $240,000 original issue discount and certain transaction expenses, the purchase price for the note was $3.0 million. The agreement also allows for up to two additional unsecured convertible promissory notes, each with an original principal amount of $270,000, subject to stated conditions. This report is also incorporated by reference into the company’s existing Form S-8 and Form F-3 registration statements.
Xiao-I Corp ownership update: Streeterville Capital LLC, Streeterville Management LLC, and John M. Fife filed an Amendment No. 2 to Schedule 13G/A reporting that they directly or indirectly beneficially own 0 shares of Ordinary Shares, representing 0% of the class as of 04/13/2026.
Xiao-I Corporation reports that the Supreme People’s Court of the People’s Republic of China has issued a final ruling in its variable interest entity’s patent dispute with Apple. On March 27, 2026, the Court rejected Apple’s appeal seeking to invalidate the core AI patents underlying Xiao-I’s infringement claims, affirming the legality and validity of these patents in full. This judgment is final and binding under PRC law, with no further appeal on patent validity. The underlying patent infringement lawsuit against Apple continues, and the Company cautions there is no guarantee it will receive any financial compensation from the case.
Streeterville Capital LLC and related parties report beneficial ownership of 3,191,708 Xiao-I Corp ordinary shares, representing 9.99% of the class. The stake is held through a Convertible Promissory Note that contractually caps Streeterville’s ownership at 9.99% of Xiao-I’s outstanding ordinary shares.
The filing states this 9.99% interest is based on 31,949,038 shares outstanding as of December 31, 2024, as reported in Xiao-I’s Form 20-F. Streeterville Management LLC, as manager of Streeterville, and John M. Fife, as sole member of Streeterville Management, each report indirect beneficial ownership of the same shares.
The reporting persons certify that the securities were not acquired and are not held for the purpose of changing or influencing control of Xiao-I Corp, consistent with a passive Schedule 13G filing.
Xiao-I Corporation reported major leadership changes. On January 16, 2026, Hui Yuan resigned as Chairman, CEO, and member of key board committees, and Wei Weng resigned as CFO. The company states these resignations were not due to any disagreement with management, the board, or company policies.
Effective January 19, 2026, the board appointed Yunlin Yu as Chairman and independent director, Mingqu Lin as CEO, and Yiyang Shen as CFO. Yu will receive annual director compensation of RMB 300,000, Lin RMB 330,000, and Shen RMB 114,286, each paid in equal monthly installments.
The company entered into a director agreement with Yu and employment agreements with Lin and Shen, along with indemnification agreements for each, providing protection against certain liabilities arising from their board or officer roles, with expense advancement and change-of-control protections.
Xiao-I Corporation reported a change in its board leadership and committee membership. On December 30, 2025, Jun Xu resigned from the Board of Directors and from the Audit, Compensation, and Nominating and Corporate Governance Committees, with the company stating his departure did not result from any disagreement over operations, policies, or practices.
The Board appointed Binbin Zhang as an independent director and as a member of the same three committees, effective January 1, 2026. Under a Director Agreement, he will serve as a director from January 1, 2026 and receive annual compensation of RMB 300,000, paid in equal monthly installments. An Indemnification Agreement provides that the company will indemnify him to the fullest extent permitted by law and advance certain expenses related to proceedings arising from his service as a director. The Board determined that he is independent under Nasdaq and SEC rules.