Welcome to our dedicated page for Nova Lifestyle SEC filings (Ticker: NVFY), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
The NVFY SEC filings page aggregates regulatory documents for Nova LifeStyle, Inc., a Nevada corporation that has amended its Articles of Incorporation to change its name to XMax Inc. These filings, drawn from the SEC’s EDGAR system, document key corporate actions, capital structure changes, governance updates, and financing arrangements that affect holders of NVFY shares.
Recent Form 8-K reports provide detailed information on material events. One filing describes shareholder approval of amendments to increase the number of authorized shares of common stock and to change the company’s name from “Nova LifeStyle, Inc.” to “XMax Inc.” Another 8-K outlines a Securities Purchase Agreement for a registered direct offering of common stock under an effective shelf registration statement on Form S-3, specifying the number of shares, purchase price, and aggregate gross proceeds.
Additional 8-K filings under both the Nova LifeStyle and XMax names explain subscription agreements entered into by indirectly wholly owned subsidiaries, such as Xmax Alpha Holdings Ltd. and Xmax Beta Holdings Ltd., to acquire majority interests in funds that invest in Space Exploration Technologies Corp. (SpaceX) and in a fund holding Series B preferred stock of X.AI Corp. These filings describe subscription amounts, ownership percentages, and the intended use of the invested capital by the underlying funds.
Another Form 8-K details a Convertible Promissory Note Purchase Agreement between XMax Inc. and an institutional purchaser, including the principal amount, interest rate, maturity, and the conversion price at which outstanding principal and interest may be converted into shares of common stock pursuant to Regulation S. Separate 8-Ks also report changes in board composition and executive roles, such as resignations and appointments of officers and directors, along with statements that certain resignations were not due to disagreements with the company.
Through these SEC filings, users can review how NVFY’s issuer has managed its authorized share capital, name change, equity offerings, fund investments, and debt financing instruments, as well as formal governance decisions recorded by the board and shareholders.
Nova LifeStyle, Inc. filed a Form 12b-25 notifying the SEC it cannot timely file its Annual Report on Form 10-K for the year ended December 31, 2025 and expects to file on or before the 15th calendar day following the prescribed due date.
The company provided preliminary results: net sales were $16.72 million for 2025, up 73% from $9.69 million in 2024, while cost of sales rose to $12.54 million and represented 75% of sales. Operating expenses fell to $6.11 million, and the preliminary net loss narrowed to $1.42 million from $5.56 million.
XMax Inc. entered into a Securities Purchase Agreement with StratoCore Solutions Ltd. to complete a private placement of 1,958,000 common shares at $3.575 per share, for an aggregate price of $6,999,850. The transaction is being conducted as an unregistered offering under Regulation S.
XMax Inc.
XMax Inc. entered a Securities Purchase Agreement to sell 8,500,000 shares of common stock in a registered direct offering at $4.23 per share, for gross proceeds of $35,955,000 before expenses. The shares will be issued under an already effective shelf registration statement on Form S-3.
XMax Inc. is offering 8,500,000 shares of its common stock at $4.23 per share in a registered primary offering, representing aggregate gross proceeds of $35,955,000. Delivery is anticipated on or about March 16, 2026, subject to customary closing conditions. The company expects to use net proceeds for investment opportunities, working capital and general corporate purposes. The offering increases shares outstanding from 43,073,227 to 51,571,227.
XMax Inc., through its Cayman subsidiary Xmax Beta Holdings Ltd., entered into a material Subscription Agreement with Preamble X Capital I on February 4, 2026. The Company subscribed an additional US$3,048,773.60, increasing its interest in Preamble X Capital I to approximately 99.9%, and completed this subscription the same day.
Preamble X Capital I had previously agreed on February 4, 2025 to subscribe 34,963 equity certificates in a dedicated SPV for US$3,048,773.60, with each certificate entitled to a share of Series B Preferred Stock of X.AI Holdings Corp.. Allocations Fund Administration, LLC serves as administrative manager of Preamble X Capital I, and the applicable management fee percentage for XMax’s subsidiary is stated as 0%.
XMax Inc. entered into a new loan agreement with Joycheer Trade Limited on January 28, 2026. Under this agreement, XMax will provide Joycheer with a $5.3 million loan as aggregate principal.
The loan carries a 6% annual interest rate and will mature one year after the loan funding date. The agreement includes customary representations, warranties, and events of default, and the full loan contract is attached as an exhibit to the report.
XMax Inc. reported changes to its Board of Directors. On January 5, 2026, the Board appointed Matthew Beck, age 41, as a new independent director under NASDAQ Rule 5605(a)(2). Beck has recent experience as Co-Founder and director of Endcap, a SaaS advisory firm, and has held sales and regional leadership roles at several software companies.
In a Director Agreement dated January 6, 2026, Beck is entitled to $1,880 in monthly compensation, plus expenses, and is subject to customary confidentiality and non-disclosure obligations. On January 8, 2026, director Charlie Huy La resigned from the Board and from his roles as Chairman of the Nominating and Corporate Governance Committee and member of the Compensation and Audit Committees, effective immediately. The company states that Mr. La’s resignation was not due to any disagreement with the company, its management, or its directors.
XMax Inc., through its indirectly wholly owned Cayman subsidiary Xmax Beta Holdings Ltd., entered into a material subscription agreement on December 2, 2025. The subsidiary acquired approximately 99.88% of Preamble X Capital I for a subscription amount of US$8,461,428.80, with an applicable management fee percentage of 0%.
On the same day, Preamble X Capital I subscribed for 40,106 equity certificates of a special purpose vehicle (SPV) for US$2,999,928.80. The SPV holds 502,236 equity certificates, each tied to a share of Series B Preferred Stock of X.AI Corp., which are directly held by a fund. On December 8, 2025, Preamble X Capital I also agreed to subscribe interests in a separate fund for US$5,400,000, to be used by that fund to purchase common stock of X.AI Corp.
XMax Inc., through its Cayman subsidiary Xmax Alpha Holdings Ltd., has taken an indirect stake in Space Exploration Technologies Corp. (SpaceX) via a fund investment. On October 15, 2025, the subsidiary subscribed a 99.82% interest in Preamble Capital I for $5,605,000, making it the main member of that fund vehicle. Preamble Capital I then committed $5,600,000 on October 16, 2025 to another fund that buys SpaceX shares. On November 24, 2025, Preamble Capital I completed the acquisition of a 39.7% interest in that underlying fund, which holds 55,629 shares of SpaceX Class A common stock and 3,781 shares of SpaceX Class C common stock, giving XMax economic exposure to those securities.