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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 8-K

 

CURRENT REPORT

Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934

 

Date of Report (Date of earliest event reported): April 14, 2026

 

DATASEA INC.
(Exact name of registrant as specified in its charter)

 

Nevada   001-38767   45-2019013
(State or other jurisdiction
of incorporation)
  (Commission File Number)   (IRS Employer
Identification No.)

 

Room 302-5, Building C, Gemdale
Viseen International Center No.5 Shengfang Road,
Daxing District,
Beijing, People’s Republic of China 102600

(Address of principal executive offices) (Zip Code)

 

Registrant’s telephone number, including area code: (+86) 10-56145240

 

Not Applicable
(Former name or former address, if changed since last report)

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class   Trading Symbol(s)   Name of each exchange on which registered
Common stock, $0.001 par value per share   DTSS   The Nasdaq Stock Market LLC

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

 

Emerging growth company

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

 

 

 

 

 

 

Item 8.01 Other Events

 

On April 14, 2026, Datasea Inc. (the “Company” or “Datasea”) announced that the redomicile of the Company to the British Virgin Islands (the “BVI”) through a merger between the Company and Datasea Intelligent Technology Ltd. (“DIT”), a business company incorporated under the laws of the BVI and a wholly-owned subsidiary of the Company, is set to become effective on April 15, 2026 (the “Redomicile Merger”).

 

Upon completion of the Redomicile Merger, each one (1) share of the Company’s common stock, $0.001 par value per share, held by stockholders immediately prior to the effective time will be converted into the right to receive one (1) Class A ordinary share of DIT with no par value (“Class A Ordinary Shares”), except that the 2,000,000 shares of common stock of the Company held by each of Zhixin Liu and Fu Liu immediately prior to the effective time will be converted into 2,000,000 Class B ordinary shares of DIT with no par value, respectively. Datasea will cease to exist, and DIT will become the surviving company upon the effective date.

 

On April 15, 2026, DIT Class A Ordinary Shares will begin trading on the Nasdaq Capital Market under the trading symbol “DTSS”, the same symbol as the common stock of the Company. The CUSIP number for DIT Class A Ordinary Shares is G2659M104.

 

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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.

 

Dated: April 14, 2026 Datasea Inc.
     
  By: /s/ Zhixin Liu
  Name:  Zhixin Liu
  Title: Chief Executive Officer

 

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