XMax Inc. announced the execution of Securities Purchase Agreements on August 28, 2026, to sell common stock to certain non-U.S. investors. The private placement involves the sale of 352,200 shares of the Company’s common stock, which has a par value of $0.001 per share. The shares were sold at a price of $8.417 per share, resulting in an aggregate offering price of $2,964,467.40.
The transaction is being conducted pursuant to an exemption from registration provided by Regulation S under the Securities Act of 1933. The sale and issuance of the shares were approved by the Company’s shareholders at a special meeting held on July 24, 2026, in compliance with Nasdaq Listing Rule 5635(d).
Under the terms of the agreements, the purchasers have agreed to a lock-up period. This restriction prohibits them from offering, pledging, selling, or transferring any of the purchased shares or related securities for 18 months following the execution of the agreements. The form of the Securities Purchase Agreements is included as Exhibit 10.1 to the filing.