{"filing":{"accession_number":"0001213900-26-096780","cik":"0001972234","ticker":"VHUB","company_name":"VenHub Global, Inc.","form":"8-K","filing_date":"2026-09-02","report_date":"2026-08-27","primary_document":"ea0304250-8k_venhub.htm","primary_document_url":"https://www.sec.gov/Archives/edgar/data/1972234/000121390026096780/ea0304250-8k_venhub.htm"},"events":[{"id":31376,"run_id":28784,"accession_number":"0001213900-26-096780","anchor_item_number":"1.01","event_type":"dilutive_issuance","event_domain":"financial","is_material":true,"confidence":0.92,"summary":"VenHub Global entered into an Equity Purchase Agreement with Euphoria Capital providing for up to $100 million in committed purchases of common stock, with an immediate issuance of 800,000 commitment shares and potential for up to 18,278,571 additional shares to be sold via put notices at 97% of VWAP. The unregistered sales are offered in reliance on Section 4(a)(2) and Rule 506(b) exemptions, materially diluting existing shareholders.","company_name":"VenHub Global, Inc.","ticker":"VHUB","filing_date":"2026-09-02","form":"8-K","submitted_at":null,"items":[{"id":34230,"accession_number":"0001213900-26-096780","item_number":"1.01","item_title":"Entry into a Material Definitive Agreement.","event_type":"dilutive_issuance","event_domain":"financial","is_material":true,"confidence":0.92,"reasoning":"VenHub Global entered into an Equity Purchase Agreement with Euphoria Capital providing for up to $100 million in committed purchases of common stock at the Company's discretion, with an immediate issuance of 800,000 commitment shares and potential for up to 18,278,571 additional shares to be sold via put notices. This is a classic at-the-market (ATM) or equity line of credit arrangement—a dilutive equity issuance that provides the Company with ongoing access to capital through unregistered or registered equity sales, materially affecting existing shareholders through dilution and downward pricing pressure (shares priced at 97% of VWAP).","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-09-02T21:03:10.105459+00:00","company_name":"","ticker":null,"filing_date":""},{"id":34232,"accession_number":"0001213900-26-096780","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":"Item 3.02 discloses unregistered sales of common stock under a Purchase Agreement and Commitment Shares, offered in reliance on Section 4(a)(2) and Rule 506(b) exemptions. This is a classic private placement of equity securities, which is material to investors as it signals capital raising activity and potential dilution to existing shareholders.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-09-02T21:03:10.105459+00:00","company_name":"","ticker":null,"filing_date":""}]},{"id":31377,"run_id":28784,"accession_number":"0001213900-26-096780","anchor_item_number":"3.01","event_type":"delisting_risk","event_domain":"terminal","is_material":true,"confidence":0.98,"summary":"VenHub Global received formal notification from Nasdaq on September 1, 2026, that it has failed to meet the minimum bid price requirement of $1.00 per share for 30 consecutive business days under Nasdaq Marketplace Rule 5450(a)(1). The company has 180 calendar days until March 1, 2027, to regain compliance or faces potential delisting.","company_name":"VenHub Global, Inc.","ticker":"VHUB","filing_date":"2026-09-02","form":"8-K","submitted_at":null,"items":[{"id":34231,"accession_number":"0001213900-26-096780","item_number":"3.01","item_title":"Notice of Delisting or Failure to","event_type":"delisting_risk","event_domain":"terminal","is_material":true,"confidence":0.98,"reasoning":"VenHub Global received a formal notification from Nasdaq on September 1, 2026, that it has failed to meet the minimum bid price requirement of $1.00 per share for 30 consecutive business days under Nasdaq Marketplace Rule 5450(a)(1). The company has 180 calendar days (until March 1, 2027) to regain compliance or faces potential delisting. This is a classic delisting-risk disclosure under Item 3.01, materially affecting investor assessment of the registrant's continued listing status.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-09-02T21:03:10.105459+00:00","company_name":"","ticker":null,"filing_date":""}]}],"classifications":[{"id":34230,"accession_number":"0001213900-26-096780","item_number":"1.01","item_title":"Entry into a Material Definitive Agreement.","event_type":"dilutive_issuance","event_domain":"financial","is_material":true,"confidence":0.92,"reasoning":"VenHub Global entered into an Equity Purchase Agreement with Euphoria Capital providing for up to $100 million in committed purchases of common stock at the Company's discretion, with an immediate issuance of 800,000 commitment shares and potential for up to 18,278,571 additional shares to be sold via put notices. This is a classic at-the-market (ATM) or equity line of credit arrangement—a dilutive equity issuance that provides the Company with ongoing access to capital through unregistered or registered equity sales, materially affecting existing shareholders through dilution and downward pricing pressure (shares priced at 97% of VWAP).","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-09-02T21:03:10.105459+00:00","company_name":"VenHub Global, Inc.","ticker":"VHUB","filing_date":"2026-09-02"},{"id":34231,"accession_number":"0001213900-26-096780","item_number":"3.01","item_title":"Notice of Delisting or Failure to","event_type":"delisting_risk","event_domain":"terminal","is_material":true,"confidence":0.98,"reasoning":"VenHub Global received a formal notification from Nasdaq on September 1, 2026, that it has failed to meet the minimum bid price requirement of $1.00 per share for 30 consecutive business days under Nasdaq Marketplace Rule 5450(a)(1). The company has 180 calendar days (until March 1, 2027) to regain compliance or faces potential delisting. This is a classic delisting-risk disclosure under Item 3.01, materially affecting investor assessment of the registrant's continued listing status.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-09-02T21:03:10.105459+00:00","company_name":"VenHub Global, Inc.","ticker":"VHUB","filing_date":"2026-09-02"},{"id":34232,"accession_number":"0001213900-26-096780","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":"Item 3.02 discloses unregistered sales of common stock under a Purchase Agreement and Commitment Shares, offered in reliance on Section 4(a)(2) and Rule 506(b) exemptions. This is a classic private placement of equity securities, which is material to investors as it signals capital raising activity and potential dilution to existing shareholders.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-09-02T21:03:10.105459+00:00","company_name":"VenHub Global, Inc.","ticker":"VHUB","filing_date":"2026-09-02"}]}
