Classover Holdings Files 8-K on Material Agreement

TL;DR

Classover Holdings filed an 8-K for a material agreement on June 6, 2025.

AI Summary

Classover Holdings, Inc. filed an 8-K on September 17, 2025, reporting a material definitive agreement entered into on June 6, 2025. The filing also includes financial statements and exhibits. The company is incorporated in Delaware and its principal executive offices are located in New York.

Why It Matters

This filing indicates a significant business event or contract for Classover Holdings, Inc., which could impact its operations and financial standing.

Risk Assessment

Risk Level: low — The filing is a standard 8-K reporting a material definitive agreement and does not inherently suggest immediate high risk.

Key Numbers

• 001-42588 — SEC File Number (Identifies the company's filing with the SEC.)
• 99-2827182 — IRS Employer Identification No. (Company's tax identification number.)

Key Players & Entities

• Classover Holdings, Inc. (company) — Registrant
• September 17, 2025 (date) — Filing Date
• June 6, 2025 (date) — Date of earliest event reported
• Delaware (jurisdiction) — State of Incorporation
• New York (location) — Principal Executive Offices Location

FAQ

Key Financial Figures

• $0.0001 — tered Class B Common Stock, par value $0.0001 per share KIDZ The Nasdaq Stock Mar
• $11.50 — mon Stock, each at an exercise price of $11.50 per share KIDZW The Nasdaq Stock Ma

Filing Documents

• class_8k.htm (8-K) — 28KB
• class_ex101.htm (EX-10.1) — 13KB
• 0001477932-25-006832.txt ( ) — 179KB
• class-20250606.xsd (EX-101.SCH) — 5KB
• class-20250606_lab.xml (EX-101.LAB) — 17KB
• class-20250606_cal.xml (EX-101.CAL) — 1KB
• class-20250606_pre.xml (EX-101.PRE) — 12KB
• class-20250606_def.xml (EX-101.DEF) — 6KB
• class_8k_htm.xml (XML) — 6KB

01. Entry into a Material Definitive Agreement

Item 1.01. Entry into a Material Definitive Agreement. As previously reported, on June 6, 2025, Classover Holdings, Inc. (the "Company") and Solana Growth Ventures LLC ("SGV") entered into a Registration Rights Agreement (the "Registration Rights Agreement") providing for certain registration rights with respect to certain securities underlying senior secured convertible notes of the Company. On July 18, 2025, the parties entered into a waiver agreement pursuant to which (x) the Filing Deadline (as defined in the Registration Rights Agreement) was extended from 45 calendar days after the Closing Date (as defined in the Registration Rights Agreement) to 75 calendar days after the Closing Date and (y) the Effectiveness Deadline (as defined in the Registration Rights Agreement) was extended from 135 calendar days after the Closing Date to 150 calendar days after the Closing Date. On September 16, 2025, the Company and SGV entered into a second waiver agreement pursuant to which (x) the Filing Deadline was extended from 75 calendar days after the Closing Date to October 31, 2025 and (y) the Effectiveness Deadline was extended from 150 calendar days after the Closing Date to December 31, 2025. The foregoing description of the second waiver to the Registration Rights Agreement is not complete and is qualified in its entirety by reference to the full text of the waiver, a copy of which is filed as Exhibit 10.1 hereto and is incorporated herein by reference.

01 Financial Statements and Exhibits

Item 9.01 Financial Statements and Exhibits. (d) Exhibits: Exhibit Description 10.1 Second Waiver Agreement 104 Cover Page Interactive Data File - the cover page XBRL tags are embedded within the Inline XBRL document. 2 SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. CLASSOVER HOLDINGS, INC. Dated: September 17, 2025 By: /s/ Hui Luo Name: Hui Luo Title: Chief Executive Officer 3

View Full Filing

View this 8-K filing on SEC EDGAR