$EVTV·8-K

AZIO AI HOLDINGS, INC. · Jul 7, 8:04 AM ET

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Envirotech Vehicles, Inc. 8-K

Research Summary

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Updated

Envirotech Vehicles Announces Merger to Acquire Azio AI

What Happened

  • On July 7, 2026, Envirotech Vehicles, Inc. (EVTV) announced it entered into and closed an Amended and Restated Agreement and Plan of Merger (dated July 2, 2026) with Azio AI Corporation and related merger subsidiaries, resulting in the acquisition of Azio AI. A press release describing the Transaction was filed as Exhibit 99.1 to the Form 8‑K.
  • EVTV said it expects to file a definitive proxy statement with the SEC to obtain shareholder approval to convert the Series A Non‑Voting Convertible Preferred Stock issued in the Transaction into shares of EVTV common stock, in accordance with Nasdaq Listing Rule 5635.

Key Details

  • Date of announcement: July 7, 2026; Merger Agreement dated July 2, 2026.
  • Parties: Envirotech Vehicles, Azio AI Corporation, EV‑AZ Merger Sub, Inc., and Azio AI, LLC (both subsidiaries of EVTV).
  • Corporate action required: Proxy statement will be filed and a shareholder vote sought to approve conversion of Series A Non‑Voting Convertible Preferred Stock into common stock.
  • Solicitation participants: EVTV and its directors and executive officers may be participants in the proxy solicitation; director/officer information is available in EVTV’s Form 10‑K filed April 13, 2026 and other SEC filings.

Why It Matters

  • The closing of this acquisition formally brings Azio AI into EVTV’s corporate structure, which could affect EVTV’s business strategy and operations going forward.
  • The proposed conversion of Series A preferred into common stock requires shareholder approval under Nasdaq rules and could dilute existing common shareholders if approved; investors will receive a proxy with details and should review it before voting.
  • All materials and the definitive proxy will be filed with the SEC and available at www.sec.gov for free, so shareholders can evaluate the transaction and any related impacts.

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