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Zoomcar Holdings, Inc. SEC Filings

ZCAR OTC Link

Zoomcar Holdings Inc. filings document material events for an emerging growth company operating an India peer-to-peer self-drive car-sharing marketplace. Recent Form 8-K and 8-K/A reports describe Regulation FD disclosures, tender offer materials for warrant exchanges, private placements of common stock purchase warrants, bridge-financing terms involving preferred stock and warrants, and amendments to prior event reports.

The filing record also covers capital-structure mechanics such as common stock, warrant exercise terms, beneficial ownership limitations, registration obligations, stockholder approval matters, and authorized-share considerations. Other disclosures address litigation-related orders affecting equity actions, risk-factor references in periodic reports, and the company's OTCQB trading context.

Rhea-AI Summary

Zoomcar Holdings, Inc. has extended the expiration date of its previously announced offer to exchange certain outstanding warrants for shares of its common stock. The exchange offer, which had been scheduled to end at 5:00 p.m. Eastern Time on May 11, 2026, will now expire at 5:00 p.m. Eastern Time on June 30, 2026, unless further extended by the company.

The extension is intended to give warrant holders more time to evaluate the offer and allow time for conditions to be satisfied, including stockholder approval of an increase in authorized common shares. Warrants already tendered and not withdrawn remain valid, and holders may still tender or withdraw their warrants under the procedures described in the company’s Schedule TO and related materials.

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Zoomcar Holdings, Inc. extended its offer to exchange existing warrants by 35 days to June 30, 2026. The Amendment No. 6 to the Schedule TO moves the Expiration Date from May 11, 2026 to June 30, 2026 to give warrant holders additional time to consider and participate in the Offer to Exchange, and to allow time for satisfaction of conditions, including stockholder approval of an increase in authorized common shares. The filing states that warrants previously tendered and not validly withdrawn remain validly tendered and need not be re-tendered, and that, as of the date of the Amendment, no Existing Warrants have been validly tendered and not withdrawn according to the Exchange Agent.

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Zoomcar Holdings, Inc. received an Order to Show Cause with a Temporary Restraining Order from the Supreme Court of the State of New York in a case brought by Reimer Family Partnership, L.P. and others. The TRO restricts the company and those acting with it from taking certain actions pending a court hearing scheduled for May 7, 2026. Zoomcar is evaluating the order and its potential impact on its financing transactions, planned corporate actions, operations, and liquidity, and it intends to seek an emergency stay and/or vacatur of the TRO.

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Rhea-AI Summary

Zoomcar Holdings, Inc. has extended the expiration date of its previously announced offer to exchange certain outstanding warrants for common stock. The offer, originally set to end at 5:00 p.m. Eastern Time on April 15, 2026, will now expire at 5:00 p.m. Eastern Time on May 11, 2026, unless further extended. The company states that the extension is intended to give warrant holders more time to consider the offer and to allow for satisfaction of conditions, including stockholder approval of an increase in authorized shares of common stock. Warrants already tendered and not withdrawn remain valid, while other holders can still participate or withdraw tenders before the new expiration.

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Zoomcar Holdings, Inc. amends its Schedule TO to extend and restate its Offer to Exchange for multiple series of outstanding warrants. The Offer now expires at 5:00 p.m. Eastern Time on May 11, 2026 (extended by 26 days). The Company offers shares of Common Stock in exchange for eligible Existing Warrants at specified Exchange Ratios (for example, 20,000 shares per Common Warrant and 10 shares per Series A/B and other smaller warrants). Participants must execute a Lock-Up Agreement that restricts 50% of issued shares for 12 months and the remaining 50% for 18 months after the Expiration Date. The Offer is conditioned on stockholder approval and effectiveness of an amendment to increase authorized Common Stock (the Authorized Share Increase); no registration statement (Form S-4) will be filed and shares will be issued under the exemption in Section 3(a)(9). As of April 14, 2026, aggregate outstanding eligible warrants and the Company’s capitalization are disclosed, and the Company would issue up to 498,032,089 shares of Common Stock if all eligible Existing Warrants are tendered and accepted.

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Zoomcar Holdings, Inc. seeks shareholder approval at its virtual Annual Meeting for nine proposals, including: an increase in authorized Common Stock from 260,000,000 to 2,000,000,000; a private placement (Bridge Financing) of up to $5,000,000 plus a $5,000,000 overallotment option; issuance of up to 509,192,089 shares in an Offer to Exchange outstanding warrants; a grant of 1,000,000 restricted shares to the Chairman as an inducement; and a reverse stock split at a ratio between 1-for-2 and 1-for-800 to be determined by the Board.

The Board unanimously recommends a vote FOR each proposal. The Record Date for voting is February 27, 2026, and there were 7,151,343 shares outstanding on that date. Several proposals (Bridge Financing, Tender Offer, Increase in Authorized Shares, Inducement Grant, Reverse Split) require shareholder approval to proceed.

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Zoomcar Holdings, Inc. is soliciting proxies for its virtual Annual Meeting to be held on a date in 2026. The Board set the record date as February 27, 2026 and recommends a vote FOR each proposal.

Key items for stockholder approval include: ratifying Bansal & Co LLP as auditor; reelecting Mohan Ananda; increasing authorized common shares from 260,000,000 to 2,000,000,000; approving a private placement of Units up to $5,000,000 plus a $5,000,000 overallotment option; authorizing issuance of up to 509,192,089 shares in an exchange offer for outstanding warrants; and approving a 1,000,000 restricted share inducement grant to Chairman Uri Levine.

There were 7,151,343 shares of Common Stock outstanding as of the Record Date. The proxy explains voting mechanics, voting thresholds for each proposal, broker non-vote treatment, and that results will be filed on Form 8-K.

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Zoomcar Holdings, Inc. is offering to exchange outstanding warrant classes for up to 509,192,089 shares of Common Stock, conditioned upon stockholder approval of an Authorized Share Increase. The Offer, extended to April 15, 2026 unless further extended, sets fixed exchange ratios by warrant class (e.g., Common and 2026 Common Warrants: 20,000 shares per warrant; Series A/B and most placement warrants: 10 shares per warrant).

The filing discloses actual and pro‑forma capitalization as of March 16, 2026, showing 7,151,343 shares issued and outstanding and pro‑forma fully diluted shares of 521,394,325 assuming 100% participation. Tendered shares issued will be subject to a lock‑up agreement (50% restricted for 12 months, remaining 50% for 18 months after the Expiration Date).

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Zoomcar Holdings, Inc. has terminated its Offer to Exchange for outstanding common stock purchase warrants, effective as of the date of this Amendment. The Company is consolidating the exchange of those Warrants into its earlier January Offer and will notify eligible holders of the applicable terms under the January Offer materials.

An aggregate of 493 Warrants had been validly tendered and not validly withdrawn as of termination; the Company has not and will not accept any Warrants under the terminated Offer. All tendered Warrants will be promptly returned and will remain outstanding under their original terms, preserving holders’ rights under the Warrant instruments and the February 25, 2026 Securities Purchase Agreement. The Schedule TO exhibits are amended to add a Form of Notice to Warrant Holders of Termination.

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Zoomcar Holdings, Inc. ended its February warrant exchange offer on March 11, 2026. That offer would have allowed eligible holders of common stock purchase warrants issued under a February 25, 2026 Securities Purchase Agreement to exchange each Warrant for 20,000 shares of common stock.

The company will instead handle these Warrants through its previously launched January exchange offer on Schedule TO. The February Offer is withdrawn, no Warrants are accepted, and no shares are issued. The 493 Warrants that had been validly tendered are being returned, and all Warrants remain outstanding and eligible under the January Offer.

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FAQ

How many Zoomcar Holdings (ZCAR) SEC filings are available on StockTitan?

StockTitan tracks 32 SEC filings for Zoomcar Holdings (ZCAR), including 10-K annual reports, 10-Q quarterly reports, 8-K current reports, and Form 4 insider trading disclosures. Each filing includes AI-generated summaries, impact scoring, and sentiment analysis.

When was the most recent SEC filing for Zoomcar Holdings (ZCAR)?

The most recent SEC filing for Zoomcar Holdings (ZCAR) was filed on May 12, 2026.