{"filing":{"accession_number":"0001493152-26-044811","cik":"0001964314","ticker":"JBDI","company_name":"JBDI Holdings Ltd","form":"6-K","filing_date":"2026-09-29","report_date":"2026-09-29","primary_document":"form6-k.htm","primary_document_url":"https://www.sec.gov/Archives/edgar/data/1964314/000149315226044811/form6-k.htm"},"events":[{"id":35653,"run_id":32849,"accession_number":"0001493152-26-044811","anchor_item_number":"EX-99.1","event_type":"governance_other","event_domain":"governance","is_material":true,"confidence":0.92,"summary":"JBDI Holdings Ltd is soliciting shareholder votes on four governance proposals at an Extraordinary General Meeting scheduled for October 22, 2026: increasing authorized share capital from 500M to 5B shares, creating a dual-class share structure with Class B super-voting shares (100 votes per share), adopting amended memorandum and articles of association, and issuing 7M Class B shares to controlling shareholder EUG INVESTMENT LIMITED. The creation of super-voting Class B shares concentrated in the controlling shareholder materially affects voting power and governance structure.","company_name":"JBDI Holdings Ltd","ticker":"JBDI","filing_date":"2026-09-29","form":"6-K","submitted_at":null,"items":[{"id":39793,"accession_number":"0001493152-26-044811","item_number":"EX-99.1","item_title":"ex99-1.htm","event_type":"governance_other","event_domain":"governance","is_material":true,"confidence":0.92,"reasoning":"This exhibit is a notice and proxy statement for an Extraordinary General Meeting scheduled for October 22, 2026, soliciting shareholder votes on four governance proposals: (1) increase in authorized share capital from 500M to 5B shares, (2) creation of a dual-class share structure with Class A (1 vote) and Class B (100 votes) shares, (3) adoption of amended memorandum and articles of association, and (4) issuance of 7M Class B shares to the controlling shareholder EUG INVESTMENT LIMITED. While the dual-class structure and share issuance have material implications for voting control and capital structure, the primary disclosure is a shareholder meeting notice and proxy solicitation—a governance event. The creation of super-voting Class B shares concentrated in the controlling shareholder materially affects voting power and governance, making this material to investors.","classifier_version":"claude-haiku-4-5-20251001+prompt-6be895f9","taxonomy_version":"v1.3","classified_at":"2026-09-29T13:16:42.223902+00:00","company_name":"","ticker":null,"filing_date":""},{"id":39794,"accession_number":"0001493152-26-044811","item_number":"EX-99.3","item_title":"ex99-3.htm","event_type":"governance_other","event_domain":"governance","is_material":false,"confidence":0.92,"reasoning":"This exhibit is the Second Amended and Restated Memorandum and Articles of Association of JBDI Holdings Limited, a Cayman Islands exempted company. It is a governance document establishing the company's constitutional framework, share structure (Class A and Class B ordinary shares), board powers, shareholder rights, and procedural rules. Such bylaw or charter amendments are routine administrative governance disclosures that do not affect a reasonable investor's assessment of the registrant's financial condition, operations, or material events.","classifier_version":"claude-haiku-4-5-20251001+prompt-6be895f9","taxonomy_version":"v1.3","classified_at":"2026-09-29T13:16:42.223902+00:00","company_name":"","ticker":null,"filing_date":""}]}],"classifications":[{"id":39793,"accession_number":"0001493152-26-044811","item_number":"EX-99.1","item_title":"ex99-1.htm","event_type":"governance_other","event_domain":"governance","is_material":true,"confidence":0.92,"reasoning":"This exhibit is a notice and proxy statement for an Extraordinary General Meeting scheduled for October 22, 2026, soliciting shareholder votes on four governance proposals: (1) increase in authorized share capital from 500M to 5B shares, (2) creation of a dual-class share structure with Class A (1 vote) and Class B (100 votes) shares, (3) adoption of amended memorandum and articles of association, and (4) issuance of 7M Class B shares to the controlling shareholder EUG INVESTMENT LIMITED. While the dual-class structure and share issuance have material implications for voting control and capital structure, the primary disclosure is a shareholder meeting notice and proxy solicitation—a governance event. The creation of super-voting Class B shares concentrated in the controlling shareholder materially affects voting power and governance, making this material to investors.","classifier_version":"claude-haiku-4-5-20251001+prompt-6be895f9","taxonomy_version":"v1.3","classified_at":"2026-09-29T13:16:42.223902+00:00","company_name":"JBDI Holdings Ltd","ticker":"JBDI","filing_date":"2026-09-29"},{"id":39794,"accession_number":"0001493152-26-044811","item_number":"EX-99.3","item_title":"ex99-3.htm","event_type":"governance_other","event_domain":"governance","is_material":false,"confidence":0.92,"reasoning":"This exhibit is the Second Amended and Restated Memorandum and Articles of Association of JBDI Holdings Limited, a Cayman Islands exempted company. It is a governance document establishing the company's constitutional framework, share structure (Class A and Class B ordinary shares), board powers, shareholder rights, and procedural rules. Such bylaw or charter amendments are routine administrative governance disclosures that do not affect a reasonable investor's assessment of the registrant's financial condition, operations, or material events.","classifier_version":"claude-haiku-4-5-20251001+prompt-6be895f9","taxonomy_version":"v1.3","classified_at":"2026-09-29T13:16:42.223902+00:00","company_name":"JBDI Holdings Ltd","ticker":"JBDI","filing_date":"2026-09-29"}]}