Northann Corp. Files 8-K on Security Holder Rights

Ticker: NCL · Form: 8-K · Filed: Oct 7, 2025 · CIK: 1923780

Sentiment: neutral

Topics: corporate-governance, bylaws, rights

TL;DR

Northann Corp. 8-K: Changes to security holder rights and bylaws filed Oct 7.

AI Summary

Northann Corp. filed an 8-K on October 7, 2025, reporting material modifications to the rights of security holders and amendments to its articles of incorporation or bylaws. The filing, dated October 3, 2025, indicates changes related to the company's governance or security holder rights. Specific details of these modifications are not elaborated in the provided text.

Why It Matters

This filing signals potential changes in how Northann Corp. is structured or how its shareholders' rights are defined, which could impact investor confidence and future corporate actions.

Risk Assessment

Risk Level: medium — Filings concerning modifications to security holder rights or bylaws can indicate significant internal changes that may affect the company's operations or shareholder value.

Key Numbers

Key Players & Entities

FAQ

What specific modifications were made to the rights of Northann Corp. security holders?

The filing indicates material modifications to the rights of security holders, but the specific details are not provided in the summary text.

What amendments were made to Northann Corp.'s articles of incorporation or bylaws?

The filing states that amendments to the articles of incorporation or bylaws were reported, but the exact nature of these amendments is not detailed in the provided text.

When was the earliest event reported in this 8-K filing?

The earliest event reported in this 8-K filing was on October 3, 2025.

What is Northann Corp.'s principal executive office address?

Northann Corp.'s principal executive office is located at 2251 Catawba River Rd, Fort Lawn, SC 29714.

What is Northann Corp.'s state of incorporation?

Northann Corp. is incorporated in Nevada.

Filing Stats: 844 words · 3 min read · ~3 pages · Grade level 11.4 · Accepted 2025-10-07 17:10:50

Key Financial Figures

Filing Documents

03

Item 3.03 Material Modification to Rights of Security Holders. To the extent required by Item 3.03, the information contained in Item 5.03 of this Current Report on Form 8-K is incorporated herein by reference.

03

Item 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year. 1-for-8 Reverse Stock Split On October 3, 2025, Northann Corp. (the "Company") filed a Certificate of Amendment to its Articles of Incorporation, as amended to date, and a Certificate of Amendment to Designation, with the Nevada Secretary of State as corrected on October 7, 2025, effecting a 1-for-8 reverse stock split (the "Reverse Stock Split") of the Company's common stock, par value $0.001 per share (the "Common Stock") and the Company's series A preferred stock, par value $0.001 per share (the "Preferred Stock"). The Reverse Stock Split was approved by the Board of the Directors of the Company (the "Board") and became effective at 16:30 pm ET on October 7, 2025. As a result of the Reverse Stock Split, every eight (8) shares of the Company's issued and outstanding Common Stock have been converted into one (1) share of issued and outstanding Common Stock and every eight (8) shares of the Company's issued and outstanding Preferred Stock have been converted into one (1) share of Preferred Stock. The Reverse Stock Split affects all of the Company's stockholders uniformly and does not affect any stockholder's percentage ownership interests in the Company, except to the extent that the Reverse Stock Split results in any of the Company's stockholders owning a fractional share. Each stockholder will receive such additional fractions of a share to round up to a full share. The Reverse Stock Split has no impact on stockholders' proportionate equity interests or voting rights in the Company or the par value of the Company's Common Stock and Preferred Stock, which remains unchanged. The Company's Common Stock will begin trading on a split-adjusted basis on the NYSE American at the commencement of trading on October 8, 2025 under the Company's existing symbol "NCL." The Company's Common Stock has been assigned a new CUSIP number of 66373M 408 in connection with the Reverse Stock Split.

Financial Statements and Exhibits

Financial Statements and Exhibits. (d) Exhibits Exhibit No. Description 3.1 Certificate of Amendment to Articles of Incorporation 3.2 Certificate of Amendment to Designation 3.3 Certificate of Correction to Certificate of Amendment to Articles of Incorporation 3.4 Certificate of Correction to Certificate of Amendment to Designation 104 Cover Page Interactive Data File (embedded within the Inline XBRL document)

SIGNATURES

SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. NORTHANN CORP. Date: October 7, 2025 By: /s/ Lin Li Name: Lin Li Title: Chief Executive Officer

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