UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
CURRENT REPORT
Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934
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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 (see General Instructions A.2. below):
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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 3.03Material Modification to Rights of Security Holders
Item 8.01Other Events.
On May 5, 2025, the Board of Directors of Sky Century Investment, Inc. (the “Company”) approved and filed a Certificate of Amendment to Articles of Incorporation with the Nevada Secretary of State (the “Amendment”) which effectuated the following corporate action (“Corporate Action”).
·We effected a reverse stock split of our outstanding common stock, $0.001 par value at a ratio of 1-for-100 (i.e., every 100 (one hundred) shares of common stock were converted into 1 (one) share of common stock) (the “Reverse Stock Split”).
The Reverse Stock Split became effective on January 30, 2026 (the “Effective Date”). As a result of the Reverse Stock Split, each one hundred (100) shares of the Company`s issued and outstanding common stock were automatically combined and reclassified into one (1) share of common stock. No fractional shares were issued in connection with the Reverse Stock Split. The Reverse Stock Split was effected automatically, and no action is required by shareholders with respect to the exchange of shares.
The record date for the Reverse Stock Split is January 30, 2026, and shareholders of record as of such date are subject to the Reverse Stock Split.
On January 29, 2026, the Financial Industry Regulatory Authority (the “FINRA”) announced on its Daily List that the Company effected the Reverse Stock Split. As of the Effective Date, the Company has 2,235,486 shares of common stock issued and outstanding. The new CUSIP number for the Common Stock is 83084W203.
The foregoing description of the Reverse Stock Split contained herein is qualified in its entirety by reference to the full text of the Certificate of Amendment to the Certificate of Incorporation of the Company, which is filed as Exhibit 3.1 to this Current Report on Form 8-K..
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
Exhibit No. |
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| Certificate of Amendment to the Certificate of Incorporation of Sky Century Investment, Inc. (filed with the State of Nevada on May 5, 2025). |
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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.
| SKY CENTURY INVESTMENT, INC. | |
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Date: January 30, 2026 | By: | /s/ Nataliia Petranetska |
| Name: | Nataliia Petranetska |
| Title: | President, Director, Treasurer & Chief Executive and Financial Officer |
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