Groowe Groowe BETA / Newsroom
⏱ News is delayed by 15 minutes. Sign in for real-time access. Sign in

Form 8-K

sec.gov

8-K — SharonAI Holdings Inc.

Accession: 0001493152-26-042434

Filed: 2026-09-11

Period: 2026-09-08

CIK: 0002068385

SIC: 7374 (SERVICES-COMPUTER PROCESSING & DATA PREPARATION)

Item: Entry into a Material Definitive Agreement

Item: Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers: Compensatory Arrangements of Certain Officers

Item: Financial Statements and Exhibits

Documents

8-K — form8-k.htm (Primary)

EX-10.1 (ex10-1.htm)

XML — IDEA: XBRL DOCUMENT (R1.htm)

8-K

8-K (Primary)

Filename: form8-k.htm · Sequence: 1

false

0002068385

0002068385

2026-09-08

2026-09-08

iso4217:USD

xbrli:shares

iso4217:USD

xbrli:shares

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): September 8, 2026

SHARONAI

HOLDINGS INC.

(Exact

name of registrant as specified in its charter)

Delaware

001-43129

41-2349750

(State

or other jurisdiction

of

incorporation)

(Commission

File

Number)

(IRS

Employer

Identification

No.)

745

Fifth Avenue, Suite 500,

New

York, NY

10151

(Address of principal executive

offices)

(Zip Code)

Registrant’s

telephone number, including area code: (347) 212-5075

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 (see General Instructions A.2. below):

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

Class

A Ordinary Common Stock, $0.0001 par value

SHAZ

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

1.01 Entry into a Material Definitive Agreement.

On

September 8, 2026, SharonAI Holdings Inc. (the “Company”) and its wholly-owned, indirect subsidiary, SharonAI Pty Ltd (ACN

645 215 194) (“SharonAI Australia”), entered into a Deed of Release (the “Deed of Release”) with Andrew Leece,

a co-founder of the Company and its former Chief Operating Officer. Mr. Leece was previously employed as Chief Operating Officer pursuant

to an executive employment contract dated April 30, 2026 (the “Leece Employment Agreement”), the entry into which was previously

reported on a Current Report on Form 8-K filed with the Securities and Exchange Commission on May 6, 2026.

Pursuant

to the Deed of Release, effective as of September 7, 2026 (the “Variation Date”), the Leece Employment Agreement has been

varied such that Mr. Leece’s position has changed from Chief Operating Officer to Head of Strategic Partnerships, in order to provide

founder-level sponsorship across the Company’s most important customer, data center and strategic relationships. The appointment

of David Burns as Mr. Leece’s successor as Chief Operating Officer was previously reported on a Current Report on Form 8-K filed

with the Securities and Exchange Commission on August 27, 2026.

In

connection with the variation of Mr. Leece’s employment, the Deed of Release provides for the following material changes to the

terms of the Leece Employment Agreement:

(i)

Mr. Leece will continue to receive an annual base salary of AUD$563,380 (which is the USD equivalent of approximately US$400,000 based

on an exchange rate of AUD/USD 0.71), excluding statutory superannuation contributions;

(ii)

Mr. Leece will receive a fixed short-term incentive outcome of AUD$422,535 for his service as Chief Operating Officer, payable after

December 31, 2026, at the same time as other customary STI payments made by the Company to other executives;

(iii)

Mr. Leece will be eligible for a variable incentive of up to 6,416 restricted stock units (“RSUs”), subject to achievement

of key performance indicators as set by the Company;

(iv)

Mr. Leece will retain an aggregate of 151,219 unvested RSUs (the “Retained RSUs”) granted under the SharonAI Inc. 2024 Omnibus

Equity Incentive Plan and the SharonAI Holdings Inc. 2025 Omnibus Equity Incentive Plan. The Retained RSUs will continue to vest and

be settled in accordance with the terms set out in Schedule 1 to the Deed of Release, notwithstanding the variation of Mr. Leece’s

employment, subject to Mr. Leece’s continued compliance with the restrictive covenants set forth in the Leece Employment Agreement.

All RSUs previously granted to Mr. Leece other than the Retained RSUs are forfeited as of the Variation Date;

(v)

the Leece Employment Agreement is varied to become a fixed-term employment agreement, continuing until March 31, 2027, unless terminated

earlier in accordance with the Leece Employment Agreement. The agreement will terminate automatically on March 31, 2027 without the need

for either party to provide notice or payment in lieu of notice. The parties may mutually agree in writing to extend this fixed term;

and

(vi)

Mr. Leece’s existing Indemnification Agreement dated May 5, 2025 with the Company continues in full force and effect and is not

superseded, limited or released by the Deed of Release.

The

Deed of Release contains mutual releases of claims between the parties relating to the employment, the position, the Leece Employment

Agreement, the equity plans, the grant notices and the RSU agreements, in each case for all matters up until the Variation Date. The

Deed of Release also includes mutual non-disparagement obligations, confidentiality obligations (subject to exceptions for legal advice,

regulatory requirements, stock exchange requirements, current reports on Form 8-K and court proceedings), and a requirement that Mr.

Leece continue to comply with the restrictive covenants contained in the Leece Employment Agreement.

Mr.

Leece is a co-founder of the Company’s predecessors. Through an entity he controls, Mr. Leece beneficially owns 45,447 shares of

the Company’s Class B Super Voting Common Stock, which, together with shares held by the other co-founders, accounts for a significant

amount of the voting power in the Company, in addition to other shares of the Company’s Class A Ordinary Common Stock which he

beneficially owns.

The

description of the Deed of Release set forth above is only a summary, does not purport to be complete and is qualified in its entirety

by reference to the full text of such document, which is filed as an exhibit to this Current Report on Form 8-K and which is incorporated

herein by reference.

Item

5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of

Certain Officers.

The

disclosures set forth in Item 1.01 of this Current Report on Form 8-K regarding compensatory arrangements are incorporated and made a

part of this Item 5.02 by reference.

Item

9.01 Financial Statements and Exhibits.

(d)

Exhibits.

Exhibit

No.

Description

10.1

Deed of Release, dated September 8, 2026, by and among SharonAI Holdings Inc., SharonAI Pty Ltd and Andrew Leece

104

Cover Page Interactive

Data File (embedded within the Inline XBRL document).

CAUTIONARY

NOTE REGARDING FORWARD-LOOKING STATEMENTS

The

Company cautions that statements in this report and its exhibits that are not a description of historical fact are forward-looking statements

within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements may be identified by the use of

words referencing future events or circumstances such as “expect,” “intend,” “plan,” “anticipate,”

“believe,” and “will,” among others. Because such statements are subject to risks and uncertainties, actual results

may differ materially from those expressed or implied by such forward-looking statements. These forward-looking statements are based

upon the Company’s current expectations and involve assumptions that may never materialize or may prove to be incorrect. Actual

results and the timing of events could differ materially from those anticipated in such forward-looking statements as a result of various

risks and uncertainties. More detailed information about the risks and uncertainties affecting the Company is contained under the heading

“Risk Factors” included in the Company’s reports and filings made with the SEC. One should not place undue reliance

on these forward-looking statements, which speak only as of the date on which they were made. The Company undertakes no obligation to

update such statements to reflect events that occur or circumstances that exist after the date on which they were made, except as may

be required by law.

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.

SHARONAI HOLDINGS INC.

By:

/s/

James Manning

Name:

James Manning

Title:

Chief Executive Officer

Date: September 11, 2026

EX-10.1

EX-10.1

Filename: ex10-1.htm · Sequence: 2

Exhibit

10.1

This

deed is made on 8 September 2026

between SharonAI

Holdings Inc. of 745 Fifth Avenue, Suite 500, New York, NY 10151 (Parent Company)

and SharonAI

Pty Ltd ACN 645 215 194 of Level 1, 32 Walker Street, North Sydney NSW 2006 (the Employer)

and Andrew

Leece, of [***] (Employee) (Parties)

Date 8

September 2026

Recitals

A The

Employee has been employed by the Employer since on or about 1 July 2024, most recently in

the position of Chief Operating Officer (Position) (Employment).

B The

Employment was governed by an employment contract dated 30 April 2026, which was superseded

by a new employment contract dated 30 April 2026 (Employment Contract). The Parent

Company is a party to the Employment Contract and guarantees particular obligations of the

Employer under the Employment Contract.

C Pursuant

to the Employment Contract and in connection with the Employment, the Employee was eligible

to participate in equity incentive programs operated by the Parent Company, including:

(i) the

SharonAI Inc. 2024 Omnibus Equity Incentive Plan (2024 Plan); and

(ii)

the SharonAI Holdings Inc.

2025 Omnibus Equity Incentive Plan (2025 Plan), (together, the Equity Plans).

D Under

the Equity Plans, the Parent Company granted the Employee Restricted Stock Units (RSUs)

pursuant to the following grant notices and RSU award agreements:

(i) RSU

Grant Notice dated 23 October 2024, granted under the 2024 Plan, for 10,750 RSUs;

(ii) RSU

Grant Notice dated 6 February 2026, granted under the 2025 Plan, for 31,923 RSUs;

(iii) RSU

Grant Notice dated 6 February 2026, granted under the 2025 Plan, for 97,839 RSUs;

(iv) RSU

Grant Notice dated 14 April 2026, granted under the 2025 Plan, for 17,744 RSUs; and

(v) RSU

Grant Notice dated 14 April 2026, granted under the 2025 Plan, for 14,666 RSUs;

(together,

the Grant Notices, and the RSUs awarded under each Grant Notice together being the RSU Awards). Each Grant Notice was accompanied

by a Restricted Stock Unit Award Agreement (together, the RSU Agreements).

E On

5 May 2025, the Employee and the Parent Company entered into an Indemnification Agreement

(Indemnification Agreement), pursuant to which the Parent Company agreed to indemnify

the Employee in connection with his service as an officer and director of the Parent Company

and its affiliates. The Parties agree that the Indemnification Agreement continues in full

force and effect and is not superseded, limited or released by this deed.

F The

Employee’s role has changed, and the Employment will be varied by way of agreement

on 7 September 2026 (Variation Date), where the Employee shall cease to be Chief Operating

Officer, and shall be appointed the Head of Strategic Partnerships in accordance with the

terms set out in this deed (Variation).

Page

2

G Without

admission of liability, the Parties have agreed to resolve all matters relating to the Employment,

the Position, the Employment Contract, the Equity Plans, the Grant Notices, the RSU Agreements,

the Retained RSUs (as defined below) and the Variation on the terms of this deed, for all

matters up until the Variation Date.

Now

it is covenanted and agreed as follows:

1 The

Parties acknowledge and agree that, as at the Variation Date, the Employee’s sole entitlement

in respect of RSUs under the 2025 Plan is to 151,219 unvested Restricted Stock Units in aggregate

(Retained RSUs). The Retained RSUs will, notwithstanding the variation of the Employment,

remain on foot and continue to vest (and will continue to be subject to the performance vesting

requirements) and be settled in accordance with the terms set out in Schedule 1, as if the

Employment had not varied (for avoidance of doubt, solely for purposes of requirements that

Retained RSUs be settled within a specified number of days after they become vested, the

Retained RSUs which are only subject to time vesting will be deemed unvested until their

scheduled vesting date and will be settled based on the scheduled vesting days if Employee

complies with his obligations outlined in this clause 1), and any equivalent forfeiture provision

will not apply to the variation or any future termination of the Employment in respect of

the Retained RSUs, provided that the Employee continues to comply with the restrictive covenants

set out in clause 7 of the Employment Contract (Restrictive Covenants). In the event

of any inconsistency between Schedule 1 and a Grant Notice, RSU Agreement or the 2025 Plan,

Schedule 1 will prevail to the extent of the inconsistency. All RSUs granted to the Employee

other than the Retained RSUs are forfeited with effect from the Variation Date, and the Employee

has no entitlement to, and releases each of the Beneficiaries (as defined below) from any

claim in respect of, any RSUs, options or other awards under the 2025 Plan or otherwise,

except for the Retained RSUs.

2 The

Employee releases:

(a) the

Employer and the Parent Company;

(b) each

Associated Entity (as defined in section 50AAA of the Corporations Act 2001 (Cth))

of the Employer and the Parent Company (Group Member);

(c) each

of the Employer’s and Parent Company’s current and former directors, officers,

shareholders, employees, contractors and agents, and

(d) each

Group Member’s current and former directors, officers, shareholders, employees, contractors

and agents,

(Beneficiaries)

from

all or any actions, suits, claims, demands, legal proceedings, causes of action, complaints or associated costs (whether current or future)

which he has, or but for this deed may have had, in relation to or arising from the Employment up to the Variation Date, the Position,

the Employment Contract, the Equity Plans, the Grant Notices and the RSU Agreements (Employee Claims). This release does not extend

to Employee Claims under relevant workers compensation and superannuation legislation, any rights and entitlements under the Indemnification

Agreement, including any other indemnification or insurance policy maintained by the Parent Company or the Employer that may apply to

Employee, the Retained RSUs and any rights to enforce the terms of this deed. Any of the Beneficiaries may plead this deed as an absolute

bar to any Employee Claims or anyone claiming through the Employee.

3 Without

limiting clause 2, the Employee acknowledges and agrees that he would not be entitled to

certain of the payments and other benefits made to him and referred to in this deed but for

him entering into this deed, and that the payments and other benefits made to him and referred

to in this deed satisfy all contractual, industrial, statutory or other entitlements which

he has in relation to or arising from the Employment to the Variation Date, the Position,

the Employment Contract, the Equity Plans, the Grant Notices, the RSU Agreements and the

Retained RSUs, including any entitlements in respect of wages, loadings, allowances, bonuses,

commissions, penalty rates, overtime, annual holidays, long service leave, notice entitlements,

payment in lieu of notice, profit-sharing stock options, short term incentives, long term

incentives and all reasonable work-related expenses, except that this clause does not affect

or limit any entitlement or right of the Employee under the Indemnification Agreement or

any other indemnification or insurance policy maintained by the Parent Company or the Employer

that may apply to Employee.

Page

3

4 The

Employer and the Parent Company, jointly and severally, release and indemnify the Employee

and agree to keep the Employee indemnified, from all or any actions, suits, claims, demands,

legal proceedings, causes of action, complaints or associated costs (whether current or future)

which it has, or but for this deed may have had, in relation to or arising from the Employment

up to the Variation Date, the Position, the Employment Contract up to the Variation Date,

the Equity Plans, the Grant Notices, the RSU Agreements and the Retained RSUs (Released

Claims), provided that this release and indemnity does not extend to, and the Employer

and the Parent Company expressly reserve, any claims arising from or in connection with:

(i) any breach by the Employee of the Restrictive Covenants or any similar obligations or

covenants; (ii) any breach by the Employee of any obligation relating to trade secrets, confidential

information or intellectual property under the Employment Contract or at law; or (iii) any

fraud or criminal conduct by the Employee in connection with the performance of Employee’s

job duties during the term of Employment. To the fullest extent permitted by law, effective

as of the Effective Date, (a) each of the Employer and Parent Company covenant and agree

that they shall not (and shall cause their past, present, and future parents, subsidiaries,

affiliates, managers, members, officers, directors, stockholders, partners, equity holders,

employees, agents, representatives, insurers, successors, and assigns not to) commence, encourage,

solicit, assist, or maintain any action, suit, claim, arbitration, or proceeding against

Employee with respect to any Released Claims. The Employee may plead this deed as an absolute

bar to any Released Claims made by the Employer or the Parent Company or anyone claiming

through the Employer or the Parent Company.

5 The

Employee must:

(a) do

anything, including execute any document, reasonably required for the purpose of or to give

effect to this deed; and

(b) provide

any assistance which a Beneficiary reasonably requires in relation to any threatened or actual

legal proceedings directly relating to the Employment or the Employee’s role as Chief

Operating Officer, provided that:

(i) the

Beneficiary gives the Employee reasonable advance written notice of any required assistance;

(ii) the

Beneficiary reimburses the Employee for all reasonable out-of-pocket costs and expenses incurred

by the Employee in providing such assistance, including reasonable legal costs where the

Employee reasonably determines it necessary to obtain separate legal advice, when such costs

have been pre-approved, which approval will not be unreasonable withheld;

(iii) the

request does not materially interfere with the Employee’s other professional or personal

commitments; and

(iv) the

Employee is not required to provide assistance that would require him to act contrary to

his own legal interests or privilege.

6 The

Employee must not make any statement, publicly or otherwise, to disparage or criticise any

of the Beneficiaries or speak or write about any of them in a manner which is likely to injure

their commercial, professional or personal reputation. This clause does not prevent the Employee

from making any statement that is truthful, accurate, and not made with intent to injure

the commercial reputation of any Beneficiary or from testifying in any legislative, administrative

or judicial proceeding about criminal conduct, discrimination, harassment, or sexual harassment

when compelled or requested by lawful process.

Page

4

7 The

Employer and the Parent Company must not, and must ensure that their respective directors,

officers and senior employees do not, make any statement, publicly or privately, to disparage

or criticise the Employee or speak or write about him in a manner which is likely to injure

his commercial, professional or personal reputation. The Employer and Parent Company are

liable for any breach of this obligation by their respective directors, officers and senior

employees. For the avoidance of doubt, this obligation applies to statements made in any

public filing, press release, investor communication, or social media communication made

by or on behalf of the Employer or Parent Company.

8 The

Parties must keep confidential and not disclose the terms of this deed, or the negotiations

leading up to this deed to any other person, whether directly or indirectly, except:

(a) to

obtain professional legal or accounting advice (and then only if the recipient of the information

has undertaken to keep it confidential);

(b) if

required by law, or in relation to any request or investigation by any law enforcement, regulatory

or statutory agency;

(c) if

required by any stock exchange on which securities of the Parent Company or any Group Member

are listed, or by any securities regulator;

(d) by

current report on Form 8-K;

(e) for

the purpose of enforcing the deed in any court or tribunal;

(f) with

the other Parties’ prior written consent; or

(g) to

the Employee’s immediate family members (including spouse, domestic partner, or adult

children), provided that the Employee shall ensure that any such family member is made aware

of the confidentiality obligations in this clause and agrees to keep the information confidential.

9 Subject

to clause 1, the Employee acknowledges and agrees that the Employee will continue to be bound

by the continuing obligations and restrictions contained in the Employment Contract.

10 In

accordance with the Variation, the parties agree that the Employment Contract is varied such

that:

(a) Item

1 of the particulars in the letter of offer forming part of the Employment Contract is varied

so that the Employee’s position changes from Chief Operations Officer to Head of Strategic

Partnerships.

(b) Item

6 of the particulars in the letter of offer is varied so that the Employee will be paid an

annual base salary of $563,380 AUD (Annual Salary) excluding statutory superannuation

contributions.

(c) A

fixed STI outcome of AUD$422,535 for your time as the Chief Operating Officer, payable post

31 December 2026, and at the same time as other customary STI payments made by the Company

to other executives.

(d) Item

8 is varied to read as follows: You are eligible for a variable incentive of up to 6,416

RSUs subject to achievement of KPI’s as set out in the company job description to be

set by the company.

(e) Item

9 is deleted and the terms of this deed regarding Retained RSUs instead apply.

Page

5

(f)

Clause 6 of the terms of

employment forming part of the Employment Contract is varied to add a new clause 6.11, which states that:

(i) The

parties agree that this is a fixed term employment agreement, which will continues until

31 March 2027, unless terminated earlier under this clause 6, and that the agreement will

terminate automatically on 31 March 2027 without the need for either party to provide notice

or payment in lieu of notice.

(ii) The

parties may agree mutually in writing to extend this term by time to time by varying this

clause 6.11 to provide additional extension of this fixed term date.

11 The

Employee acknowledges that:

(a) he

has not improperly copied, used or disclosed to any person any confidential information of

the Employer, and will not do so at any time;

(b) he

has not commenced proceedings in relation to the Employment or the Variation of the Employment

against any of the Beneficiaries;

(c) no

promise, representation or inducement has been made to him to enter into this deed, other

than as set out in this deed;

(d) he

has had reasonable opportunity to receive independent legal advice about the terms and effect

of this deed; and

(e) the

Employee enters into this deed in all the circumstances, which are not unfair, unconscionable

or against public interest.

12 Subject

to clause 9, this deed constitutes the entire agreement between the Parties about its subject

matter and replaces any prior understanding or agreement between the Parties relating to

the subject matter of this deed, provided that this clause does not supersede or affect:

(a) the

Indemnification Agreement, which continues in full force and effect, and any other indemnification

or insurance policy maintained by the Parent Company or the Employer that may apply to Employee;

or

(b) any

equity award agreement, grant notice, or plan document relating to the Retained RSUs, except

to the extent Schedule 1 expressly prevails in the event of inconsistency.

13 The

validity, construction and performance of this deed will be governed by the laws of the State

of New South Wales, and each Party irrevocably and unconditionally submits to the non-exclusive

jurisdiction of the Courts of New South Wales, Australia.

14 If

any part of this deed is found to be void or unenforceable, that part of the deed will be

read down or severed to the extent necessary and the rest of the deed will have full force

and effect.

15 This

deed may be executed in any number of counterparts, and this has the same effect as if the

signatures on the counterparts were on a single copy of this deed. Without limiting the foregoing,

if the signatures on behalf of one party are on different counterparts, this shall be taken

to be, and have the same effect as, signatures on the same counterpart and on a single copy

of this deed.

16 The

failure of a Party to enforce a provision of this deed does not affect that Party’s

rights subsequently to enforce that provision or to avail itself of any remedy it may have

for any breach of that provision.

17 This

deed may not be amended, modified or varied in any respect except by a written instrument

signed by all of the Parties to this deed.

18 The

Parties agree that their communication of an offer or acceptance of this deed, including

exchanging counterparts, may be effected by any electronic method that evidences that Party’s

execution of this deed, including by electronic signature (including by signing on an electronic

device or by digital signature using a recognised electronic signature platform).

Page

6

Executed

as a deed

Signed

for and on behalf of SharonAI Holdings, Inc. by its duly appointed agent who by his/her execution warrants his/her authority

to execute this instrument in the presence of:

SharonAI,

Inc. by its Agent

Agent

/s/

James Manning

/s/

Phillip Inberg

James

Manning

Witness

Print

name

Phillip

Inberg

CEO

Full

name

Position

Signed

for and on behalf of SharonAI Pty Ltd ACN 645 215 194 by its duly appointed agent who by his/her execution warrants his/her

authority to execute this instrument in the presence of:

SharonAI

Pty Ltd by its Agent

Agent

signature

/s/

James Manning

/s/

Phillip Inberg

James

Manning

Witness

signature

Agent

full name

Phillip

Inberg

CEO

Witness

full name

Agent

position

Signed

and sealed by

Andrew

Leece

/s/

Andrew Leece

in

the presence of:

Andrew

Leece signature

Witness

signature

/s/

Phillip Inberg

Phillip

Inberg

Witness

full name

08-Sep-2026

| 4:58:07 PM AEST

Date

XML — IDEA: XBRL DOCUMENT

XML

Filename: R1.htm · Sequence: 7

v3.26.1

Cover

Sep. 08, 2026

Cover [Abstract]

Document Type

8-K

Amendment Flag

false

Document Period End Date

Sep. 08, 2026

Entity File Number

001-43129

Entity Registrant Name

SHARONAI

HOLDINGS INC.

Entity Central Index Key

0002068385

Entity Tax Identification Number

41-2349750

Entity Incorporation, State or Country Code

DE

Entity Address, Address Line One

745

Fifth Avenue

Entity Address, Address Line Two

Suite 500

Entity Address, City or Town

New

York

Entity Address, State or Province

NY

Entity Address, Postal Zip Code

10151

City Area Code

(347)

Local Phone Number

212-5075

Written Communications

false

Soliciting Material

false

Pre-commencement Tender Offer

false

Pre-commencement Issuer Tender Offer

false

Title of 12(b) Security

Class

A Ordinary Common Stock, $0.0001 par value

Trading Symbol

SHAZ

Security Exchange Name

NASDAQ

Entity Emerging Growth Company

true

Elected Not To Use the Extended Transition Period

false

X

- Definition

Boolean flag that is true when the XBRL content amends previously-filed or accepted submission.

+ References

No definition available.

+ Details

Name:

dei_AmendmentFlag

Namespace Prefix:

dei_

Data Type:

xbrli:booleanItemType

Balance Type:

na

Period Type:

duration

X

- Definition

Area code of city

+ References

No definition available.

+ Details

Name:

dei_CityAreaCode

Namespace Prefix:

dei_

Data Type:

xbrli:normalizedStringItemType

Balance Type:

na

Period Type:

duration

X

- Definition

Cover page.

+ References

No definition available.

+ Details

Name:

dei_CoverAbstract

Namespace Prefix:

dei_

Data Type:

xbrli:stringItemType

Balance Type:

na

Period Type:

duration

X

- Definition

For the EDGAR submission types of Form 8-K: the date of the report, the date of the earliest event reported; for the EDGAR submission types of Form N-1A: the filing date; for all other submission types: the end of the reporting or transition period. The format of the date is YYYY-MM-DD.

+ References

No definition available.

+ Details

Name:

dei_DocumentPeriodEndDate

Namespace Prefix:

dei_

Data Type:

xbrli:dateItemType

Balance Type:

na

Period Type:

duration

X

- Definition

The type of document being provided (such as 10-K, 10-Q, 485BPOS, etc). The document type is limited to the same value as the supporting SEC submission type, or the word 'Other'.

+ References

No definition available.

+ Details

Name:

dei_DocumentType

Namespace Prefix:

dei_

Data Type:

dei:submissionTypeItemType

Balance Type:

na

Period Type:

duration

X

- Definition

Address Line 1 such as Attn, Building Name, Street Name

+ References

No definition available.

+ Details

Name:

dei_EntityAddressAddressLine1

Namespace Prefix:

dei_

Data Type:

xbrli:normalizedStringItemType

Balance Type:

na

Period Type:

duration

X

- Definition

Address Line 2 such as Street or Suite number

+ References

No definition available.

+ Details

Name:

dei_EntityAddressAddressLine2

Namespace Prefix:

dei_

Data Type:

xbrli:normalizedStringItemType

Balance Type:

na

Period Type:

duration

X

- Definition

Name of the City or Town

+ References

No definition available.

+ Details

Name:

dei_EntityAddressCityOrTown

Namespace Prefix:

dei_

Data Type:

xbrli:normalizedStringItemType

Balance Type:

na

Period Type:

duration

X

- Definition

Code for the postal or zip code

+ References

No definition available.

+ Details

Name:

dei_EntityAddressPostalZipCode

Namespace Prefix:

dei_

Data Type:

xbrli:normalizedStringItemType

Balance Type:

na

Period Type:

duration

X

- Definition

Name of the state or province.

+ References

No definition available.

+ Details

Name:

dei_EntityAddressStateOrProvince

Namespace Prefix:

dei_

Data Type:

dei:stateOrProvinceItemType

Balance Type:

na

Period Type:

duration

X

- Definition

A unique 10-digit SEC-issued value to identify entities that have filed disclosures with the SEC. It is commonly abbreviated as CIK.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 12

-Subsection b-2

+ Details

Name:

dei_EntityCentralIndexKey

Namespace Prefix:

dei_

Data Type:

dei:centralIndexKeyItemType

Balance Type:

na

Period Type:

duration

X

- Definition

Indicate if registrant meets the emerging growth company criteria.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 12

-Subsection b-2

+ Details

Name:

dei_EntityEmergingGrowthCompany

Namespace Prefix:

dei_

Data Type:

xbrli:booleanItemType

Balance Type:

na

Period Type:

duration

X

- Definition

Indicate if an emerging growth company has elected not to use the extended transition period for complying with any new or revised financial accounting standards.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Securities Act

-Number 7A

-Section B

-Subsection 2

+ Details

Name:

dei_EntityExTransitionPeriod

Namespace Prefix:

dei_

Data Type:

xbrli:booleanItemType

Balance Type:

na

Period Type:

duration

X

- Definition

Commission file number. The field allows up to 17 characters. The prefix may contain 1-3 digits, the sequence number may contain 1-8 digits, the optional suffix may contain 1-4 characters, and the fields are separated with a hyphen.

+ References

No definition available.

+ Details

Name:

dei_EntityFileNumber

Namespace Prefix:

dei_

Data Type:

dei:fileNumberItemType

Balance Type:

na

Period Type:

duration

X

- Definition

Two-character EDGAR code representing the state or country of incorporation.

+ References

No definition available.

+ Details

Name:

dei_EntityIncorporationStateCountryCode

Namespace Prefix:

dei_

Data Type:

dei:edgarStateCountryItemType

Balance Type:

na

Period Type:

duration

X

- Definition

The exact name of the entity filing the report as specified in its charter, which is required by forms filed with the SEC.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 12

-Subsection b-2

+ Details

Name:

dei_EntityRegistrantName

Namespace Prefix:

dei_

Data Type:

xbrli:normalizedStringItemType

Balance Type:

na

Period Type:

duration

X

- Definition

The Tax Identification Number (TIN), also known as an Employer Identification Number (EIN), is a unique 9-digit value assigned by the IRS.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 12

-Subsection b-2

+ Details

Name:

dei_EntityTaxIdentificationNumber

Namespace Prefix:

dei_

Data Type:

dei:employerIdItemType

Balance Type:

na

Period Type:

duration

X

- Definition

Local phone number for entity.

+ References

No definition available.

+ Details

Name:

dei_LocalPhoneNumber

Namespace Prefix:

dei_

Data Type:

xbrli:normalizedStringItemType

Balance Type:

na

Period Type:

duration

X

- Definition

Boolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 13e

-Subsection 4c

+ Details

Name:

dei_PreCommencementIssuerTenderOffer

Namespace Prefix:

dei_

Data Type:

xbrli:booleanItemType

Balance Type:

na

Period Type:

duration

X

- Definition

Boolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 14d

-Subsection 2b

+ Details

Name:

dei_PreCommencementTenderOffer

Namespace Prefix:

dei_

Data Type:

xbrli:booleanItemType

Balance Type:

na

Period Type:

duration

X

- Definition

Title of a 12(b) registered security.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 12

-Subsection b

+ Details

Name:

dei_Security12bTitle

Namespace Prefix:

dei_

Data Type:

dei:securityTitleItemType

Balance Type:

na

Period Type:

duration

X

- Definition

Name of the Exchange on which a security is registered.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 12

-Subsection d1-1

+ Details

Name:

dei_SecurityExchangeName

Namespace Prefix:

dei_

Data Type:

dei:edgarExchangeCodeItemType

Balance Type:

na

Period Type:

duration

X

- Definition

Boolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as soliciting material pursuant to Rule 14a-12 under the Exchange Act.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 14a

-Subsection 12

+ Details

Name:

dei_SolicitingMaterial

Namespace Prefix:

dei_

Data Type:

xbrli:booleanItemType

Balance Type:

na

Period Type:

duration

X

- Definition

Trading symbol of an instrument as listed on an exchange.

+ References

No definition available.

+ Details

Name:

dei_TradingSymbol

Namespace Prefix:

dei_

Data Type:

dei:tradingSymbolItemType

Balance Type:

na

Period Type:

duration

X

- Definition

Boolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as written communications pursuant to Rule 425 under the Securities Act.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Securities Act

-Number 230

-Section 425

+ Details

Name:

dei_WrittenCommunications

Namespace Prefix:

dei_

Data Type:

xbrli:booleanItemType

Balance Type:

na

Period Type:

duration