CHINA PHARMA HOLDINGS, INC. 8-K

What Happened
China Pharma Holdings, Inc. (via its wholly owned subsidiary Hainan Helpson Medical & Biotechnology Co., Ltd.) announced on Feb 5, 2026 that it entered a Technology Transfer Agreement to acquire an invention patent for a Topiroxostat Nanoemulsion and its preparation method from inventor Xiaoyun Chen. The agreed transfer price is $8.82 million, to be paid in the Company’s common stock at $0.70 per share. The parties expect to close the transaction by Feb 20, 2026.

Key Details

• Transferor: Xiaoyun Chen; asset: invention patent titled “Topiroxostat Nanoemulsion and Method for Its Preparation.”
• Purchase price: $8.82 million, payable in common stock at $0.70 per share — equivalent to 12,600,000 shares (8,820,000 / 0.70).
• Closing expected by February 20, 2026.
• The Transferor (or a designated third party) will provide technical services including R&D, preparation of registration materials, and registration application support.
• The filing includes Item 3.02 (Unregistered Sales of Equity Securities), reflecting the stock issuance as consideration under the agreement.

Why It Matters
This transaction brings a patented formulation into China Pharma’s portfolio and secures the inventor’s technical support for development and regulatory steps, which could help advance a potential product candidate. However, payment in company stock will dilute existing shareholders — the deal contemplates issuing about 12.6 million new shares — so investors should watch for the actual share issuance, any related securities exemption details, and future disclosures on how the patent will be developed or commercialized. The expected close date is Feb 20, 2026; monitor subsequent filings for completion and any effects on share count or company strategy.