Avax One Technology Ltd. filed SEC Form 8-K: Other Events, Financial Statements and Exhibits
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Item 8.01 Other Information
On March 12, 2026, the Company filed a prospectus supplement in conjunction with its effective Registration Statement on Form S-3 (file no. 333-291977). The purpose of this Current Report on Form 8-K is to file the legality opinion prepared in conjunction therewith as Exhibit 5.1 hereto.
Additionally, the selling stockholder table located in the prospectus supplement is revised based upon revised information given to the Company by the selling stockholder as follows:
| Selling Shareholder | Common Shares Beneficially Owned Before the Offering | Percent | Number of Common Shares to be Sold Pursuant to this Prospectus | |||||||||
| Hypersphere Atlas Master Fund Ltd. | 242,152 | * | 242,152 | (1) | ||||||||
| Hypersphere Parallel Network Master Fund LP | 345,932 | * | 345,932 | (2) | ||||||||
| 588,084 | 588,084 | |||||||||||
(1) Consists of an aggregate of 242,152 common shares issued to Hypersphere Atlas Master Fund Ltd. in the November 5, 2025 Private Placement. Hypersphere Atlas Management Ltd. is the Investment Manager for the selling security holder. The business address of the selling stockholder is Harneys Fiduciary (Cayman) Limited, 4th Floor, Harbour Place, 103 South Church Street, P.O. Box 10240, Grand Cayman KY1-1002, Cayman Islands.
(2) Consists of an aggregate of 345,932 common shares issued to Hypersphere Parallel Network Master Fund LP. Hypersphere Parallel Network Management LP is the Investment Manager for the selling security holder. The address of the selling stockholder is Maples Corporate Services Limited of PO Box 309, Ugland House, Grand Cayman, KY1-1104, Cayman Islands.
Portions of this Current Report may constitute “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995 that are subject to risks and uncertainties. Although the Company believes any such statements are based on reasonable assumptions, there is no assurance that the actual outcomes will not be materially different due to a number of factors. Any such statements are made in reliance on the “safe harbor” protections provided under the Private Securities Litigation Reform Act of 1995. Additional information about significant risks that may impact the Company is contained in the Company’s filings with the Securities and Exchange Commission and may be accessed at www.sec.gov. The Company is under no obligation, and expressly disclaims any obligation, to update or alter its forward-looking statements, whether as a result of new information, future events or otherwise.
Item 9.01 Exhibits
| 5.1 | Legality Opinion | |
| 104 | Cover Page Interactive Data File |
SIGNATURES
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.
Date: March 18, 2026
| AVAX ONE TECHNOLOGY LTD. | ||
| By: | /s/ Jolie Kahn | |
| Name: | Jolie Kahn | |
| Chief Executive Officer | ||