{"filing":{"accession_number":"0001437749-26-022681","cik":"0001563568","ticker":"EVTV","company_name":"Envirotech Vehicles, Inc.","form":"8-K","filing_date":"2026-07-06","report_date":null,"primary_document":"adom20260706_8k.htm","primary_document_url":"https://www.sec.gov/Archives/edgar/data/1563568/000143774926022681/adom20260706_8k.htm"},"events":[{"id":16114,"run_id":14381,"accession_number":"0001437749-26-022681","anchor_item_number":"2.01","event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.93,"summary":"Envirotech Vehicles, Inc. completed its acquisition of Azio AI Corporation on July 2, 2026, pursuant to an Amended and Restated Agreement and Plan of Merger. The transaction involved a two-step merger structure resulting in Azio AI becoming a wholly owned subsidiary, with consideration consisting of 2,460,351 shares of common stock (capped at 19.9% of outstanding shares), 973,450 shares of Series A Preferred Stock, and assumed convertible notes.","company_name":"Envirotech Vehicles, Inc.","ticker":"EVTV","filing_date":"2026-07-06","form":"8-K","submitted_at":null,"items":[{"id":14105,"accession_number":"0001437749-26-022681","item_number":"1.01","item_title":"Entry into a Material Definitive Agreement.","event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.98,"reasoning":"This Item 1.01 discloses the completion of a material acquisition: Envirotech Vehicles, Inc. acquired Azio AI Corporation pursuant to an Amended and Restated Agreement and Plan of Merger dated July 2, 2026. The transaction involved a two-step merger structure resulting in Azio AI becoming a wholly owned subsidiary, with consideration consisting of 2,460,351 shares of common stock (capped at 19.9% of outstanding shares) and 973,450 shares of Series A Preferred Stock. The filing explicitly states the Closing occurred and the Mergers were effective, making this a completed material acquisition that would materially affect a reasonable investor's assessment of the registrant.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-07-06T12:01:55.738255+00:00","company_name":"","ticker":null,"filing_date":""},{"id":14106,"accession_number":"0001437749-26-022681","item_number":"2.01","item_title":"Completion of Acquisition or Disposition of Assets.","event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.95,"reasoning":"The filing discloses completion of a business combination between Envirotech Vehicles and Azio AI on July 2, 2026. This is a material acquisition/change of control event. The Item 2.01 disclosure explicitly states \"completed its business combination\" and references the Merger Agreement and contemplated transactions, which are hallmarks of M\u0026A activity requiring 8-K disclosure.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-07-06T12:01:55.738255+00:00","company_name":"","ticker":null,"filing_date":""},{"id":14107,"accession_number":"0001437749-26-022681","item_number":"3.02","item_title":"Unregistered Sales of Equity Securities.","event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.75,"reasoning":"While Item 3.02 nominally addresses unregistered equity issuances, the disclosure centers on merger consideration and assumed convertible notes issued in connection with \"the Mergers\" (referenced in Item 1.01). The core material event is the merger transaction itself, not merely the mechanics of the securities issuance. The unregistered sale is incidental to the M\u0026A activity.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-07-06T12:01:55.738255+00:00","company_name":"","ticker":null,"filing_date":""}]},{"id":16115,"run_id":14381,"accession_number":"0001437749-26-022681","anchor_item_number":"5.02","event_type":"exec_appointment","event_domain":"governance","is_material":true,"confidence":0.85,"summary":"Following the merger closing, Envirotech Vehicles appointed a new executive leadership team effective immediately: Chris Young as CEO and Class II director, Simon Yu as President, Jason Maddox as CFO, and three additional C-suite officers (David Shiue, Gary Chen, and Jenny Yang). Phillip W. Oldridge resigned as Chairman and CEO.","company_name":"Envirotech Vehicles, Inc.","ticker":"EVTV","filing_date":"2026-07-06","form":"8-K","submitted_at":null,"items":[{"id":14109,"accession_number":"0001437749-26-022681","item_number":"5.02","item_title":"Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.","event_type":"exec_appointment","event_domain":"governance","is_material":true,"confidence":0.85,"reasoning":"The filing discloses a comprehensive executive leadership transition following a merger closing: Chris Young was appointed as CEO and Class II director, Simon Yu as President, Jason Maddox as CFO, and three additional C-suite officers (David Shiue, Gary Chen, Jenny Yang) were appointed. While Phillip W. Oldridge's resignation as Chairman and CEO is also disclosed, the dominant narrative and operative language centers on the new appointments \"effective immediately following the Closing\" in accordance with the Merger Agreement. This is a material change in control of the company's executive leadership.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-07-06T12:01:55.738255+00:00","company_name":"","ticker":null,"filing_date":""}]},{"id":16116,"run_id":14381,"accession_number":"0001437749-26-022681","anchor_item_number":"5.03","event_type":"governance_other","event_domain":"governance","is_material":true,"confidence":0.74,"summary":"Envirotech Vehicles designated and filed a Certificate of Designation for Series A Non-Voting Convertible Preferred Stock with Delaware, creating a new class of preferred stock with specified voting, liquidation, and conversion rights (100:1 conversion ratio). This amendment to the company's capital structure materially affects the rights and relative positions of existing shareholders.","company_name":"Envirotech Vehicles, Inc.","ticker":"EVTV","filing_date":"2026-07-06","form":"8-K","submitted_at":null,"items":[{"id":14108,"accession_number":"0001437749-26-022681","item_number":"3.03","item_title":"Material Modifications to Rights of Security Holders.","event_type":"governance_other","event_domain":"governance","is_material":true,"confidence":0.72,"reasoning":"Item 3.03 discloses material modifications to security holder rights through the issuance of Series A Preferred Stock and filing of a Certificate of Designation. While the specific modifications are incorporated by reference from Items 1.01 and 5.03, the creation of a new class of preferred stock with designated rights materially affects the capital structure and relative rights of existing shareholders. This is a governance/capital structure event that does not fit the specific categories of dilutive issuance (which typically refers to equity raises) or other financial categories, making governance_other the most appropriate classification.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-07-06T12:01:55.738255+00:00","company_name":"","ticker":null,"filing_date":""},{"id":14110,"accession_number":"0001437749-26-022681","item_number":"5.03","item_title":"Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.","event_type":"governance_other","event_domain":"governance","is_material":true,"confidence":0.75,"reasoning":"The filing discloses the designation and terms of Series A Non-Voting Convertible Preferred Stock via a Certificate of Designation filed with Delaware, which constitutes an amendment to the company's capital structure and governance framework. While the conversion feature creates a dilutive equity component (100:1 conversion ratio), the primary disclosure under Item 5.03 focuses on the structural amendment to articles/bylaws and the creation of a new class of preferred stock with specific voting and liquidation rights. This is material to investors as it affects capital structure and voting dynamics, but does not fit the specific categories of dilutive_issuance (which typically applies to unregistered equity sales) or exec_compensation; instead it is a governance-related capital structure amendment best classified as governance_other.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-07-06T12:01:55.738255+00:00","company_name":"","ticker":null,"filing_date":""}]}],"classifications":[{"id":14105,"accession_number":"0001437749-26-022681","item_number":"1.01","item_title":"Entry into a Material Definitive Agreement.","event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.98,"reasoning":"This Item 1.01 discloses the completion of a material acquisition: Envirotech Vehicles, Inc. acquired Azio AI Corporation pursuant to an Amended and Restated Agreement and Plan of Merger dated July 2, 2026. The transaction involved a two-step merger structure resulting in Azio AI becoming a wholly owned subsidiary, with consideration consisting of 2,460,351 shares of common stock (capped at 19.9% of outstanding shares) and 973,450 shares of Series A Preferred Stock. The filing explicitly states the Closing occurred and the Mergers were effective, making this a completed material acquisition that would materially affect a reasonable investor's assessment of the registrant.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-07-06T12:01:55.738255+00:00","company_name":"Envirotech Vehicles, Inc.","ticker":"EVTV","filing_date":"2026-07-06"},{"id":14106,"accession_number":"0001437749-26-022681","item_number":"2.01","item_title":"Completion of Acquisition or Disposition of Assets.","event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.95,"reasoning":"The filing discloses completion of a business combination between Envirotech Vehicles and Azio AI on July 2, 2026. This is a material acquisition/change of control event. The Item 2.01 disclosure explicitly states \"completed its business combination\" and references the Merger Agreement and contemplated transactions, which are hallmarks of M\u0026A activity requiring 8-K disclosure.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-07-06T12:01:55.738255+00:00","company_name":"Envirotech Vehicles, Inc.","ticker":"EVTV","filing_date":"2026-07-06"},{"id":14107,"accession_number":"0001437749-26-022681","item_number":"3.02","item_title":"Unregistered Sales of Equity Securities.","event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.75,"reasoning":"While Item 3.02 nominally addresses unregistered equity issuances, the disclosure centers on merger consideration and assumed convertible notes issued in connection with \"the Mergers\" (referenced in Item 1.01). The core material event is the merger transaction itself, not merely the mechanics of the securities issuance. The unregistered sale is incidental to the M\u0026A activity.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-07-06T12:01:55.738255+00:00","company_name":"Envirotech Vehicles, Inc.","ticker":"EVTV","filing_date":"2026-07-06"},{"id":14108,"accession_number":"0001437749-26-022681","item_number":"3.03","item_title":"Material Modifications to Rights of Security Holders.","event_type":"governance_other","event_domain":"governance","is_material":true,"confidence":0.72,"reasoning":"Item 3.03 discloses material modifications to security holder rights through the issuance of Series A Preferred Stock and filing of a Certificate of Designation. While the specific modifications are incorporated by reference from Items 1.01 and 5.03, the creation of a new class of preferred stock with designated rights materially affects the capital structure and relative rights of existing shareholders. This is a governance/capital structure event that does not fit the specific categories of dilutive issuance (which typically refers to equity raises) or other financial categories, making governance_other the most appropriate classification.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-07-06T12:01:55.738255+00:00","company_name":"Envirotech Vehicles, Inc.","ticker":"EVTV","filing_date":"2026-07-06"},{"id":14109,"accession_number":"0001437749-26-022681","item_number":"5.02","item_title":"Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.","event_type":"exec_appointment","event_domain":"governance","is_material":true,"confidence":0.85,"reasoning":"The filing discloses a comprehensive executive leadership transition following a merger closing: Chris Young was appointed as CEO and Class II director, Simon Yu as President, Jason Maddox as CFO, and three additional C-suite officers (David Shiue, Gary Chen, Jenny Yang) were appointed. While Phillip W. Oldridge's resignation as Chairman and CEO is also disclosed, the dominant narrative and operative language centers on the new appointments \"effective immediately following the Closing\" in accordance with the Merger Agreement. This is a material change in control of the company's executive leadership.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-07-06T12:01:55.738255+00:00","company_name":"Envirotech Vehicles, Inc.","ticker":"EVTV","filing_date":"2026-07-06"},{"id":14110,"accession_number":"0001437749-26-022681","item_number":"5.03","item_title":"Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.","event_type":"governance_other","event_domain":"governance","is_material":true,"confidence":0.75,"reasoning":"The filing discloses the designation and terms of Series A Non-Voting Convertible Preferred Stock via a Certificate of Designation filed with Delaware, which constitutes an amendment to the company's capital structure and governance framework. While the conversion feature creates a dilutive equity component (100:1 conversion ratio), the primary disclosure under Item 5.03 focuses on the structural amendment to articles/bylaws and the creation of a new class of preferred stock with specific voting and liquidation rights. This is material to investors as it affects capital structure and voting dynamics, but does not fit the specific categories of dilutive_issuance (which typically applies to unregistered equity sales) or exec_compensation; instead it is a governance-related capital structure amendment best classified as governance_other.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-07-06T12:01:55.738255+00:00","company_name":"Envirotech Vehicles, Inc.","ticker":"EVTV","filing_date":"2026-07-06"}]}