Zoomcar Holdings, Inc.
1854275
May 12, 2026, 09:23 PM
0001213900-26-055210
Items (2)
Item 8.01. Other Events. As previously disclosed, on January 23, 2026, Zoomcar Holdings, Inc. (the “ Company”) commenced an offer to exchange (the “ Offer to Exchange”) certain of its outstanding warrants for shares of the Company’s common stock, par value $0.0001 per share, on the terms and subject to the conditions set forth in the Company’s Tender Offer Statement on Schedule TO, originally filed with the Securities and Exchange Commission (the “ SEC”) on January 23, 2026, as amended (the “ Schedule TO”), and the related offer materials, including the Offer to Exchange, dated January 23, 2026, as amended and restated April 15, 2026 (as further amended or supplemented from time to time). On May 12, 2026, the Company issued a press release announcing the extension of the expiration date of the Offer to Exchange from 5:00 p. m., Eastern Time, on May 11, 2026 to 5:00 p. m., Eastern Time, on June 30, 2026, unless further extended by the Company. The Company also filed Amendment No. 6 to the Schedule TO with the SEC to reflect such extension. A copy of the press release is filed as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference. The information contained in this Item 8.01, including the press release attached as Exhibit 99.1 hereto, is for informational purposes only and does not constitute an offer to buy or the solicitation of an offer to sell any securities. The Offer to Exchange is being made only pursuant to the Schedule TO and the related offer materials, in each case as amended and supplemented from time to time, that the Company has filed and may further file with the SEC. Holders of the Company’s warrants that are subject to the Offer to Exchange are urged to read the Schedule TO and the related offer materials carefully because they contain important information that holders should consider before making any decision with respect to the Offer to Exchange. Holders may obtain free copies of the Schedule TO and the related offer materials, as well as other documents filed by the Company with the SEC, at the SEC’s website at www. sec. gov or from the Company at its website or by contacting the Company’s investor relations department. Cautionary Note Regarding Forward-Looking Statements
Item 9.01. Financial Statements and Exhibits. (d) Exhibits. Exhibit No. Description 99.1 Press Release issued by Zoomcar Holdings, Inc., dated May 12, 2026. ───────────────────────────────────────────────────────────────────────────────────────────────── 104 Cover Page Interactive Data File (embedded within the Inline XBRL document). SIGNATURE