{"filing":{"accession_number":"0001213900-26-059140","cik":"0001854275","ticker":"ZCARW","company_name":"Zoomcar Holdings, Inc.","form":"8-K","filing_date":"2026-05-19","report_date":null,"primary_document":"ea0291545-8k_zoomcar.htm","primary_document_url":"https://www.sec.gov/Archives/edgar/data/1854275/000121390026059140/ea0291545-8k_zoomcar.htm"},"events":[{"id":10140,"run_id":8889,"accession_number":"0001213900-26-059140","anchor_item_number":"5.02","event_type":"exec_departure","event_domain":"governance","is_material":true,"confidence":0.95,"summary":"Shachi Singh resigned as Chief Legal Officer \u0026 General Counsel effective April 28, 2026, and Mohan Ananda resigned from the Board of Directors effective May 10, 2026. Both resignations are stated to be unrelated to disagreements with the Company.","company_name":"Zoomcar Holdings, Inc.","ticker":"ZCARW","filing_date":"2026-05-19","form":"8-K","submitted_at":null,"items":[{"id":247,"accession_number":"0001213900-26-059140","item_number":"5.02","item_title":"Departure of Directors or Certain Officers.","event_type":"exec_departure","event_domain":"governance","is_material":true,"confidence":0.95,"reasoning":"The filing discloses two executive departures: Mohan Ananda's resignation from the Board of Directors (effective May 10, 2026) and Shachi Singh's resignation as Chief Legal Officer \u0026 General Counsel (effective April 28, 2026). Both resignations are stated to be unrelated to disagreements with the Company. The departure of a named executive officer (CLO) and a director are material events that would affect a reasonable investor's assessment of the registrant's governance and leadership continuity.","classifier_version":"claude-haiku-4-5-20251001+prompt-9e0ffca5","taxonomy_version":"v1","classified_at":"2026-05-20T02:39:41.536337+00:00","company_name":"","ticker":null,"filing_date":""}]},{"id":10141,"run_id":8889,"accession_number":"0001213900-26-059140","anchor_item_number":"3.02","event_type":"dilutive_issuance","event_domain":"financial","is_material":true,"confidence":0.92,"summary":"The Company issued unregistered equity securities to settle material obligations: shares to ACM under Section 4(a)(2) and Rule 506 of Regulation D in satisfaction of a $6M judgment, and 39M shares to Reimer Plaintiffs under Section 3(a)(10) in settlement of litigation, capped at $2M value.","company_name":"Zoomcar Holdings, Inc.","ticker":"ZCARW","filing_date":"2026-05-19","form":"8-K","submitted_at":null,"items":[{"id":244,"accession_number":"0001213900-26-059140","item_number":"1.01","item_title":"Entry into a Material Definitive Agreement.","event_type":"other_material","event_domain":"catchall","is_material":true,"confidence":0.75,"reasoning":"This Item 1.01 discloses entry into multiple material definitive agreements that collectively signal severe financial distress: a $6M judgment settlement with ACM requiring $2.5M cash plus equity issuance, standstill agreements with CFI and Labrys on convertible notes, and a settlement with Reimer Plaintiffs involving 39M share issuance capped at $2M value. While these are technically separate agreements, they do not fit cleanly into the M\u0026A taxonomy (no acquisition, merger, or change of control) and collectively represent a restructuring of material liabilities through dilutive equity issuances and creditor standstills—a pattern more characteristic of financial distress than a traditional material transaction.","classifier_version":"claude-haiku-4-5-20251001+prompt-9e0ffca5","taxonomy_version":"v1","classified_at":"2026-05-20T02:39:41.536337+00:00","company_name":"","ticker":null,"filing_date":""},{"id":246,"accession_number":"0001213900-26-059140","item_number":"3.02","item_title":"Unregistered Sales of Equity Securities.","event_type":"dilutive_issuance","event_domain":"financial","is_material":true,"confidence":0.92,"reasoning":"The filing discloses unregistered sales of equity securities under Item 3.02, specifically: (1) issuance to ACM in satisfaction of a judgment obligation under Section 4(a)(2) and Rule 506 of Regulation D, and (2) issuance of Reimer Settlement Shares under Section 3(a)(10). These are classic dilutive equity issuances used to settle obligations, which materially affect shareholder equity and voting power.","classifier_version":"claude-haiku-4-5-20251001+prompt-9e0ffca5","taxonomy_version":"v1","classified_at":"2026-05-20T02:39:41.536337+00:00","company_name":"","ticker":null,"filing_date":""}]},{"id":10142,"run_id":8889,"accession_number":"0001213900-26-059140","anchor_item_number":"2.03","event_type":"covenant_breach","event_domain":"financial","is_material":true,"confidence":0.65,"summary":"The Company created a direct financial obligation of $2.5M under the ACM Letter Agreement and Confession of Judgment, signaling an accelerated or triggered obligation that reflects material financial distress.","company_name":"Zoomcar Holdings, Inc.","ticker":"ZCARW","filing_date":"2026-05-19","form":"8-K","submitted_at":null,"items":[{"id":244,"accession_number":"0001213900-26-059140","item_number":"1.01","item_title":"Entry into a Material Definitive Agreement.","event_type":"other_material","event_domain":"catchall","is_material":true,"confidence":0.75,"reasoning":"This Item 1.01 discloses entry into multiple material definitive agreements that collectively signal severe financial distress: a $6M judgment settlement with ACM requiring $2.5M cash plus equity issuance, standstill agreements with CFI and Labrys on convertible notes, and a settlement with Reimer Plaintiffs involving 39M share issuance capped at $2M value. While these are technically separate agreements, they do not fit cleanly into the M\u0026A taxonomy (no acquisition, merger, or change of control) and collectively represent a restructuring of material liabilities through dilutive equity issuances and creditor standstills—a pattern more characteristic of financial distress than a traditional material transaction.","classifier_version":"claude-haiku-4-5-20251001+prompt-9e0ffca5","taxonomy_version":"v1","classified_at":"2026-05-20T02:39:41.536337+00:00","company_name":"","ticker":null,"filing_date":""},{"id":245,"accession_number":"0001213900-26-059140","item_number":"2.03","item_title":"Creation of a Direct Financial Obligation or an Obligation","event_type":"covenant_breach","event_domain":"financial","is_material":true,"confidence":0.65,"reasoning":"Item 2.03 discloses a direct financial obligation of $2,500,000 under the ACM Letter Agreement and related Confession of Judgment documents. While the Item 2.03 caption itself does not explicitly state a covenant breach, the reference to a \"Confession of Judgment\" — a legal instrument typically filed when a debtor acknowledges a debt and waives the right to defend against it — suggests an accelerated or triggered financial obligation. This is a material direct obligation that would affect investor assessment of the registrant's financial position and liquidity.","classifier_version":"claude-haiku-4-5-20251001+prompt-9e0ffca5","taxonomy_version":"v1","classified_at":"2026-05-20T02:39:41.536337+00:00","company_name":"","ticker":null,"filing_date":""}]},{"id":10143,"run_id":8889,"accession_number":"0001213900-26-059140","anchor_item_number":"8.01","event_type":"other_material","event_domain":"catchall","is_material":true,"confidence":0.72,"summary":"A court order vacated a temporary restraining order and scheduled a fairness hearing for a settlement agreement conditioning issuance of settlement shares, and the Company terminated placement agent agreements with Aegis Capital in exchange for $2 million in contingent consideration securities.","company_name":"Zoomcar Holdings, Inc.","ticker":"ZCARW","filing_date":"2026-05-19","form":"8-K","submitted_at":null,"items":[{"id":248,"accession_number":"0001213900-26-059140","item_number":"8.01","item_title":"Other Events.","event_type":"other_material","event_domain":"catchall","is_material":true,"confidence":0.72,"reasoning":"This Item 8.01 disclosure involves two material events: (1) a court order vacating a temporary restraining order and scheduling a fairness hearing for a settlement agreement that conditions issuance of settlement shares, and (2) termination of placement agent agreements with Aegis Capital in exchange for $2 million in consideration securities contingent on an uplisting or December 31, 2026. While the Aegis termination resembles a dilutive issuance, the disclosure centers on settlement litigation and contingent equity arrangements that do not fit cleanly into the standard taxonomy categories. The material nature is evident from the court proceedings and the $2 million contingent equity commitment affecting future capitalization.","classifier_version":"claude-haiku-4-5-20251001+prompt-9e0ffca5","taxonomy_version":"v1","classified_at":"2026-05-20T02:39:41.536337+00:00","company_name":"","ticker":null,"filing_date":""}]}],"classifications":[{"id":244,"accession_number":"0001213900-26-059140","item_number":"1.01","item_title":"Entry into a Material Definitive Agreement.","event_type":"other_material","event_domain":"catchall","is_material":true,"confidence":0.75,"reasoning":"This Item 1.01 discloses entry into multiple material definitive agreements that collectively signal severe financial distress: a $6M judgment settlement with ACM requiring $2.5M cash plus equity issuance, standstill agreements with CFI and Labrys on convertible notes, and a settlement with Reimer Plaintiffs involving 39M share issuance capped at $2M value. While these are technically separate agreements, they do not fit cleanly into the M\u0026A taxonomy (no acquisition, merger, or change of control) and collectively represent a restructuring of material liabilities through dilutive equity issuances and creditor standstills—a pattern more characteristic of financial distress than a traditional material transaction.","classifier_version":"claude-haiku-4-5-20251001+prompt-9e0ffca5","taxonomy_version":"v1","classified_at":"2026-05-20T02:39:41.536337+00:00","company_name":"Zoomcar Holdings, Inc.","ticker":"ZCARW","filing_date":"2026-05-19"},{"id":245,"accession_number":"0001213900-26-059140","item_number":"2.03","item_title":"Creation of a Direct Financial Obligation or an Obligation","event_type":"covenant_breach","event_domain":"financial","is_material":true,"confidence":0.65,"reasoning":"Item 2.03 discloses a direct financial obligation of $2,500,000 under the ACM Letter Agreement and related Confession of Judgment documents. While the Item 2.03 caption itself does not explicitly state a covenant breach, the reference to a \"Confession of Judgment\" — a legal instrument typically filed when a debtor acknowledges a debt and waives the right to defend against it — suggests an accelerated or triggered financial obligation. This is a material direct obligation that would affect investor assessment of the registrant's financial position and liquidity.","classifier_version":"claude-haiku-4-5-20251001+prompt-9e0ffca5","taxonomy_version":"v1","classified_at":"2026-05-20T02:39:41.536337+00:00","company_name":"Zoomcar Holdings, Inc.","ticker":"ZCARW","filing_date":"2026-05-19"},{"id":246,"accession_number":"0001213900-26-059140","item_number":"3.02","item_title":"Unregistered Sales of Equity Securities.","event_type":"dilutive_issuance","event_domain":"financial","is_material":true,"confidence":0.92,"reasoning":"The filing discloses unregistered sales of equity securities under Item 3.02, specifically: (1) issuance to ACM in satisfaction of a judgment obligation under Section 4(a)(2) and Rule 506 of Regulation D, and (2) issuance of Reimer Settlement Shares under Section 3(a)(10). These are classic dilutive equity issuances used to settle obligations, which materially affect shareholder equity and voting power.","classifier_version":"claude-haiku-4-5-20251001+prompt-9e0ffca5","taxonomy_version":"v1","classified_at":"2026-05-20T02:39:41.536337+00:00","company_name":"Zoomcar Holdings, Inc.","ticker":"ZCARW","filing_date":"2026-05-19"},{"id":247,"accession_number":"0001213900-26-059140","item_number":"5.02","item_title":"Departure of Directors or Certain Officers.","event_type":"exec_departure","event_domain":"governance","is_material":true,"confidence":0.95,"reasoning":"The filing discloses two executive departures: Mohan Ananda's resignation from the Board of Directors (effective May 10, 2026) and Shachi Singh's resignation as Chief Legal Officer \u0026 General Counsel (effective April 28, 2026). Both resignations are stated to be unrelated to disagreements with the Company. The departure of a named executive officer (CLO) and a director are material events that would affect a reasonable investor's assessment of the registrant's governance and leadership continuity.","classifier_version":"claude-haiku-4-5-20251001+prompt-9e0ffca5","taxonomy_version":"v1","classified_at":"2026-05-20T02:39:41.536337+00:00","company_name":"Zoomcar Holdings, Inc.","ticker":"ZCARW","filing_date":"2026-05-19"},{"id":248,"accession_number":"0001213900-26-059140","item_number":"8.01","item_title":"Other Events.","event_type":"other_material","event_domain":"catchall","is_material":true,"confidence":0.72,"reasoning":"This Item 8.01 disclosure involves two material events: (1) a court order vacating a temporary restraining order and scheduling a fairness hearing for a settlement agreement that conditions issuance of settlement shares, and (2) termination of placement agent agreements with Aegis Capital in exchange for $2 million in consideration securities contingent on an uplisting or December 31, 2026. While the Aegis termination resembles a dilutive issuance, the disclosure centers on settlement litigation and contingent equity arrangements that do not fit cleanly into the standard taxonomy categories. The material nature is evident from the court proceedings and the $2 million contingent equity commitment affecting future capitalization.","classifier_version":"claude-haiku-4-5-20251001+prompt-9e0ffca5","taxonomy_version":"v1","classified_at":"2026-05-20T02:39:41.536337+00:00","company_name":"Zoomcar Holdings, Inc.","ticker":"ZCARW","filing_date":"2026-05-19"}]}