Zeta Network Group Enters Securities Purchase Agreement

TL;DR

Zeta Network Group signed a deal with investors on Oct 15, 2025. Details TBD.

AI Summary

On October 15, 2025, Zeta Network Group entered into a Securities Purchase Agreement (SPA) with certain investors. The filing does not specify the dollar amounts involved in this agreement.

Why It Matters

This agreement could signal future funding or dilution for Zeta Network Group, impacting its financial structure and stock value.

Risk Assessment

Risk Level: medium — The lack of specific financial details in the SPA filing introduces uncertainty regarding the potential impact on the company's valuation and share structure.

Key Players & Entities

• Zeta Network Group (company) — The company entering the agreement
• October 15, 2025 (date) — Date of the Securities Purchase Agreement
• Securities Purchase Agreement (document) — The agreement entered into by the company

FAQ

Key Financial Figures

• $230,837,060.2 — ers agree to purchase an aggregate of US$230,837,060.2 of the Company’s units (the &ldqu
• $0.0025 — Class A ordinary share, par value of US$0.0025 per share (the “Share”), an
• $1.7 — hase one Share, at an offering price of $1.7 per Unit. The Warrants will be immedia
• $2.55 — after issuance at an exercise price of $2.55 per Share. The gross proceeds of the O

Filing Documents

• ea0261326-6k_zeta.htm (6-K) — 13KB
• ea026132601ex4-1_zeta.htm (EX-4.1) — 67KB
• ea026132601ex10-1_zeta.htm (EX-10.1) — 236KB
• ea026132601ex99-1_zeta.htm (EX-99.1) — 12KB
• 0001213900-25-100109.txt ( ) — 330KB

From the Filing

OF FOREIGN PRIVATE ISSUER UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of October 2025 Commission file number: 333-226308 ZETA NETWORK GROUP 80 Broad Street, 5th Floor New York, NY 10005 Tel: +1 (929) 317-2699 (Address of Principal Executive Offices) Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F. Form 20-F Form 40-F Securities Purchase Agreement On October 15, 2025, Zeta Network Group (the “Company”) entered into a securities purchase agreement (the “SPA”) with certain investors (the “Purchasers”) pursuant to which the Company agrees to issue and sell to each Purchaser in a private placement offering (the “Offering”), the Purchasers agree to purchase an aggregate of US$230,837,060.2 of the Company’s units (the “Units”), each unit consisting of one Class A ordinary share, par value of US$0.0025 per share (the “Share”), and one warrant (the “Warrant”), each Warrant entitling the Purchaser of a Unit to purchase one Share, at an offering price of $1.7 per Unit. The Warrants will be immediately exercisable for 60 months after issuance at an exercise price of $2.55 per Share. The gross proceeds of the Offering are payable by 2,000 SolvBTC, a 1:1 wrapped Bitcoin-backed token issued by Solv Protocol, an on-chain Bitcoin reserve providing institutional mechanisms for the productive use of Bitcoin holdings. The Offering closed on October 17, 2025. The SPA contains customary representations, warranties, and covenants by the Company and the Purchasers. The closing of the transaction is subject to the satisfaction of customary closing conditions. The foregoing descriptions of the Warrant and the SPA do not purport to be complete and are qualified in their entirety by reference to the complete text of the form of the Warrant and the SPA, which are attached as Exhibits 4.1 and 10.1, respectively, to this Report on Form 6-K and are hereby incorporated by reference. Press Release Announcing the PIPE Offering On October 15, 2025, the Company issued a press release announcing the pricing and signing of the Offering and estimated aggregate gross proceeds of US$230,837,060.2. A copy of the press release is included as Exhibit 99.1 here and is incorporated herein by reference. (a) Exhibits Number Description 4.1 Form of Class A Ordinary Shares Purchase Warrant. 10.1 Form of Securities Purchase Agreement, dated as of October 15, 2025, Zeta Network Group and each Purchaser (as defined therein). 99.1 Press Release, dated October 15, 2025. 1 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, thereunto duly authorized. ZETA NETWORK GROUP By: /s/ Samantha Huang Name: Samantha Huang Title: Chief Executive Officer and Director Date: October 20, 2025 2

View Full Filing

View this 6-K filing on SEC EDGAR