{"filing":{"accession_number":"0001104659-26-101099","cik":"0001875609","ticker":"SWVLW","company_name":"Swvl Holdings Corp","form":"6-K","filing_date":"2026-08-26","report_date":"2026-08-26","primary_document":"swvl-20260826x6k.htm","primary_document_url":"https://www.sec.gov/Archives/edgar/data/1875609/000110465926101099/swvl-20260826x6k.htm"},"events":[{"id":29668,"run_id":27183,"accession_number":"0001104659-26-101099","anchor_item_number":"EX-99.1","event_type":"dilutive_issuance","event_domain":"financial","is_material":true,"confidence":0.92,"summary":"Swvl Holdings Corp completed a strategic investment round totaling $14.5 million through multiple private placements of ordinary shares at approximately $1.446 per share under Section 4(a)(2) and Rule 506(b) exemptions. The round included tranches of $10 million (Coefficient SWVL Holdings, LLC), $3 million, and $1.5 million from separate investors, materially diluting existing shareholders and raising capital for working capital and U.S. expansion.","company_name":"Swvl Holdings Corp","ticker":"SWVLW","filing_date":"2026-08-26","form":"6-K","submitted_at":null,"items":[{"id":32027,"accession_number":"0001104659-26-101099","item_number":"EX-99.1","item_title":"swvl-20260826xex99d1.htm","event_type":"dilutive_issuance","event_domain":"financial","is_material":true,"confidence":0.95,"reasoning":"The exhibit announces a private placement of $1.5 million in ordinary shares at $1.46 per share under Section 4(a)(2) of the Securities Act, bringing the strategic investment round to $14.5 million. This is an unregistered equity issuance that dilutes existing shareholders and raises capital for working capital and U.S. expansion, fitting the definition of dilutive_issuance.","classifier_version":"claude-haiku-4-5-20251001+prompt-6be895f9","taxonomy_version":"v1.3","classified_at":"2026-08-26T13:28:06.859393+00:00","company_name":"","ticker":null,"filing_date":""},{"id":32028,"accession_number":"0001104659-26-101099","item_number":"EX-99.2","item_title":"swvl-20260826xex99d2.htm","event_type":"dilutive_issuance","event_domain":"financial","is_material":true,"confidence":0.95,"reasoning":"This is a Securities Purchase Agreement dated August 24, 2026, under which Swvl Holdings Corp agrees to issue and sell $10 million of Ordinary Shares to Coefficient SWVL Holdings, LLC pursuant to Section 4(a)(2) and Rule 506(b) exemptions from Securities Act registration. The agreement specifies a per-share purchase price of $1.446 and includes lock-up, shareholder, and registration rights agreements. This is a classic private placement of equity securities by a foreign private issuer, materially dilutive to existing shareholders.","classifier_version":"claude-haiku-4-5-20251001+prompt-6be895f9","taxonomy_version":"v1.3","classified_at":"2026-08-26T13:28:06.859393+00:00","company_name":"","ticker":null,"filing_date":""},{"id":32029,"accession_number":"0001104659-26-101099","item_number":"EX-99.3","item_title":"swvl-20260826xex99d3.htm","event_type":"dilutive_issuance","event_domain":"financial","is_material":true,"confidence":0.95,"reasoning":"This is a Securities Purchase Agreement dated August 24, 2026, under which Swvl Holdings Corp agrees to issue and sell $3 million of Ordinary Shares to a purchaser pursuant to Section 4(a)(2) and Rule 506(b) exemptions from Securities Act registration. The agreement specifies a per-share purchase price of $1.446 and includes lock-up restrictions (180 days), characteristic of a private placement. This is a dilutive equity issuance by a foreign private issuer raising capital through an unregistered offering.","classifier_version":"claude-haiku-4-5-20251001+prompt-6be895f9","taxonomy_version":"v1.3","classified_at":"2026-08-26T13:28:06.859393+00:00","company_name":"","ticker":null,"filing_date":""},{"id":32030,"accession_number":"0001104659-26-101099","item_number":"EX-99.4","item_title":"swvl-20260826xex99d4.htm","event_type":"dilutive_issuance","event_domain":"financial","is_material":true,"confidence":0.95,"reasoning":"This is a Securities Purchase Agreement dated August 25, 2026, under which Swvl Holdings Corp agrees to issue and sell $1.5 million of Ordinary Shares to a purchaser at $1.46 per share pursuant to Section 4(a)(2) and Rule 506(b) exemptions from Securities Act registration. The agreement explicitly references an unregistered private placement of equity securities, which is a dilutive issuance. The per-share purchase price, subscription amount, and lock-up provisions are typical of PIPE or private placement transactions that materially dilute existing shareholders.","classifier_version":"claude-haiku-4-5-20251001+prompt-6be895f9","taxonomy_version":"v1.3","classified_at":"2026-08-26T13:28:06.859393+00:00","company_name":"","ticker":null,"filing_date":""},{"id":32031,"accession_number":"0001104659-26-101099","item_number":"EX-99.5","item_title":"swvl-20260826xex99d5.htm","event_type":"dilutive_issuance","event_domain":"financial","is_material":true,"confidence":0.85,"reasoning":"This is a Registration Rights Agreement executed on August 24, 2026, between Swvl Holdings Corp and Coefficient Swvl Holdings, LLC, granting registration rights for Class A ordinary shares purchased at $1.446 per share pursuant to an underlying Securities Purchase Agreement. The agreement establishes shelf registration and demand registration rights for the investor's equity securities, which are hallmarks of a private placement or PIPE transaction. The specific reference to a Securities Purchase Agreement dated the same date, combined with the investor's acquisition of Ordinary Shares at a fixed price and the grant of registration rights, indicates a dilutive equity issuance to raise capital.","classifier_version":"claude-haiku-4-5-20251001+prompt-6be895f9","taxonomy_version":"v1.3","classified_at":"2026-08-26T13:28:06.859393+00:00","company_name":"","ticker":null,"filing_date":""},{"id":32033,"accession_number":"0001104659-26-101099","item_number":"EX-99.7","item_title":"swvl-20260826xex99d7.htm","event_type":"dilutive_issuance","event_domain":"financial","is_material":true,"confidence":0.85,"reasoning":"This exhibit is a form lock-up agreement executed in connection with a Securities Purchase Agreement dated August 24, 2026, whereby the Holder acquired \"certain Securities of the Company.\" The lock-up restricts transfers of \"Ordinary Shares\" and \"Ordinary Share Equivalents\" for 180 days post-closing. The existence of a securities purchase agreement coupled with lock-up restrictions is a hallmark of a private placement or dilutive equity issuance. While the exhibit itself is the lock-up form rather than a press release announcing the transaction, it evidences a material capital raise by Swvl Holdings Corp.","classifier_version":"claude-haiku-4-5-20251001+prompt-6be895f9","taxonomy_version":"v1.3","classified_at":"2026-08-26T13:28:06.859393+00:00","company_name":"","ticker":null,"filing_date":""}]},{"id":29669,"run_id":27183,"accession_number":"0001104659-26-101099","anchor_item_number":"EX-99.6","event_type":"governance_other","event_domain":"governance","is_material":true,"confidence":0.85,"summary":"In connection with its investment, Coefficient SWVL Holdings, LLC obtained significant governance rights including board representation, participation rights in future issuances, and protective covenants granting veto authority over material corporate actions such as preference share issuances, adverse charter amendments, going-private transactions, and variable-rate securities.","company_name":"Swvl Holdings Corp","ticker":"SWVLW","filing_date":"2026-08-26","form":"6-K","submitted_at":null,"items":[{"id":32032,"accession_number":"0001104659-26-101099","item_number":"EX-99.6","item_title":"swvl-20260826xex99d6.htm","event_type":"governance_other","event_domain":"governance","is_material":true,"confidence":0.85,"reasoning":"This is a stockholder agreement executed in connection with a securities purchase by Coefficient SWVL Holdings, LLC, granting the investor board representation rights (including appointment of a director designee), participation rights in future issuances, and protective covenants over material corporate actions. While the agreement itself is a governance document, the underlying transaction is a material equity investment with significant governance implications. The agreement grants the investor a board seat, veto rights over preference shares, adverse articles amendments, going-private transactions, and variable-rate securities issuances—all material governance and control provisions. This is classified as governance_other rather than a specific event type because it is a contractual governance arrangement rather than a discrete corporate action like an appointment or compensation arrangement.","classifier_version":"claude-haiku-4-5-20251001+prompt-6be895f9","taxonomy_version":"v1.3","classified_at":"2026-08-26T13:28:06.859393+00:00","company_name":"","ticker":null,"filing_date":""}]}],"classifications":[{"id":32027,"accession_number":"0001104659-26-101099","item_number":"EX-99.1","item_title":"swvl-20260826xex99d1.htm","event_type":"dilutive_issuance","event_domain":"financial","is_material":true,"confidence":0.95,"reasoning":"The exhibit announces a private placement of $1.5 million in ordinary shares at $1.46 per share under Section 4(a)(2) of the Securities Act, bringing the strategic investment round to $14.5 million. This is an unregistered equity issuance that dilutes existing shareholders and raises capital for working capital and U.S. expansion, fitting the definition of dilutive_issuance.","classifier_version":"claude-haiku-4-5-20251001+prompt-6be895f9","taxonomy_version":"v1.3","classified_at":"2026-08-26T13:28:06.859393+00:00","company_name":"Swvl Holdings Corp","ticker":"SWVLW","filing_date":"2026-08-26"},{"id":32028,"accession_number":"0001104659-26-101099","item_number":"EX-99.2","item_title":"swvl-20260826xex99d2.htm","event_type":"dilutive_issuance","event_domain":"financial","is_material":true,"confidence":0.95,"reasoning":"This is a Securities Purchase Agreement dated August 24, 2026, under which Swvl Holdings Corp agrees to issue and sell $10 million of Ordinary Shares to Coefficient SWVL Holdings, LLC pursuant to Section 4(a)(2) and Rule 506(b) exemptions from Securities Act registration. The agreement specifies a per-share purchase price of $1.446 and includes lock-up, shareholder, and registration rights agreements. This is a classic private placement of equity securities by a foreign private issuer, materially dilutive to existing shareholders.","classifier_version":"claude-haiku-4-5-20251001+prompt-6be895f9","taxonomy_version":"v1.3","classified_at":"2026-08-26T13:28:06.859393+00:00","company_name":"Swvl Holdings Corp","ticker":"SWVLW","filing_date":"2026-08-26"},{"id":32029,"accession_number":"0001104659-26-101099","item_number":"EX-99.3","item_title":"swvl-20260826xex99d3.htm","event_type":"dilutive_issuance","event_domain":"financial","is_material":true,"confidence":0.95,"reasoning":"This is a Securities Purchase Agreement dated August 24, 2026, under which Swvl Holdings Corp agrees to issue and sell $3 million of Ordinary Shares to a purchaser pursuant to Section 4(a)(2) and Rule 506(b) exemptions from Securities Act registration. The agreement specifies a per-share purchase price of $1.446 and includes lock-up restrictions (180 days), characteristic of a private placement. This is a dilutive equity issuance by a foreign private issuer raising capital through an unregistered offering.","classifier_version":"claude-haiku-4-5-20251001+prompt-6be895f9","taxonomy_version":"v1.3","classified_at":"2026-08-26T13:28:06.859393+00:00","company_name":"Swvl Holdings Corp","ticker":"SWVLW","filing_date":"2026-08-26"},{"id":32030,"accession_number":"0001104659-26-101099","item_number":"EX-99.4","item_title":"swvl-20260826xex99d4.htm","event_type":"dilutive_issuance","event_domain":"financial","is_material":true,"confidence":0.95,"reasoning":"This is a Securities Purchase Agreement dated August 25, 2026, under which Swvl Holdings Corp agrees to issue and sell $1.5 million of Ordinary Shares to a purchaser at $1.46 per share pursuant to Section 4(a)(2) and Rule 506(b) exemptions from Securities Act registration. The agreement explicitly references an unregistered private placement of equity securities, which is a dilutive issuance. The per-share purchase price, subscription amount, and lock-up provisions are typical of PIPE or private placement transactions that materially dilute existing shareholders.","classifier_version":"claude-haiku-4-5-20251001+prompt-6be895f9","taxonomy_version":"v1.3","classified_at":"2026-08-26T13:28:06.859393+00:00","company_name":"Swvl Holdings Corp","ticker":"SWVLW","filing_date":"2026-08-26"},{"id":32031,"accession_number":"0001104659-26-101099","item_number":"EX-99.5","item_title":"swvl-20260826xex99d5.htm","event_type":"dilutive_issuance","event_domain":"financial","is_material":true,"confidence":0.85,"reasoning":"This is a Registration Rights Agreement executed on August 24, 2026, between Swvl Holdings Corp and Coefficient Swvl Holdings, LLC, granting registration rights for Class A ordinary shares purchased at $1.446 per share pursuant to an underlying Securities Purchase Agreement. The agreement establishes shelf registration and demand registration rights for the investor's equity securities, which are hallmarks of a private placement or PIPE transaction. The specific reference to a Securities Purchase Agreement dated the same date, combined with the investor's acquisition of Ordinary Shares at a fixed price and the grant of registration rights, indicates a dilutive equity issuance to raise capital.","classifier_version":"claude-haiku-4-5-20251001+prompt-6be895f9","taxonomy_version":"v1.3","classified_at":"2026-08-26T13:28:06.859393+00:00","company_name":"Swvl Holdings Corp","ticker":"SWVLW","filing_date":"2026-08-26"},{"id":32032,"accession_number":"0001104659-26-101099","item_number":"EX-99.6","item_title":"swvl-20260826xex99d6.htm","event_type":"governance_other","event_domain":"governance","is_material":true,"confidence":0.85,"reasoning":"This is a stockholder agreement executed in connection with a securities purchase by Coefficient SWVL Holdings, LLC, granting the investor board representation rights (including appointment of a director designee), participation rights in future issuances, and protective covenants over material corporate actions. While the agreement itself is a governance document, the underlying transaction is a material equity investment with significant governance implications. The agreement grants the investor a board seat, veto rights over preference shares, adverse articles amendments, going-private transactions, and variable-rate securities issuances—all material governance and control provisions. This is classified as governance_other rather than a specific event type because it is a contractual governance arrangement rather than a discrete corporate action like an appointment or compensation arrangement.","classifier_version":"claude-haiku-4-5-20251001+prompt-6be895f9","taxonomy_version":"v1.3","classified_at":"2026-08-26T13:28:06.859393+00:00","company_name":"Swvl Holdings Corp","ticker":"SWVLW","filing_date":"2026-08-26"},{"id":32033,"accession_number":"0001104659-26-101099","item_number":"EX-99.7","item_title":"swvl-20260826xex99d7.htm","event_type":"dilutive_issuance","event_domain":"financial","is_material":true,"confidence":0.85,"reasoning":"This exhibit is a form lock-up agreement executed in connection with a Securities Purchase Agreement dated August 24, 2026, whereby the Holder acquired \"certain Securities of the Company.\" The lock-up restricts transfers of \"Ordinary Shares\" and \"Ordinary Share Equivalents\" for 180 days post-closing. The existence of a securities purchase agreement coupled with lock-up restrictions is a hallmark of a private placement or dilutive equity issuance. While the exhibit itself is the lock-up form rather than a press release announcing the transaction, it evidences a material capital raise by Swvl Holdings Corp.","classifier_version":"claude-haiku-4-5-20251001+prompt-6be895f9","taxonomy_version":"v1.3","classified_at":"2026-08-26T13:28:06.859393+00:00","company_name":"Swvl Holdings Corp","ticker":"SWVLW","filing_date":"2026-08-26"}]}
