ECD Automotive changes control via exchange and merger; minority cashed out at $0.0176

ECD Automotive Design, Inc.

Exchange of 3,663 Series C preferred shares for 207M common shares at $0.0176/share, a 55% premium to March 11 close.
Classic acquired 91% of common stock post-exchange; next day short-form merger cashed out remaining holders at $0.0176.
Company was deactivated in Delaware on March 1, 2026, reactivated on March 11 before the exchange.
Victoria Hay appointed CEO on Feb 3, 2026, replacing Scott Wallace who became COO with salary reduced to $260K.
Holder purchased additional convertible notes totaling $567,983 principal in Feb-Mar 2026; convertible at floor price $0.0034.

item 1.01 item 2.03 item 3.02 item 3.03 item 5.01 item 5.02 item 9.01

Key facts

Extracted from this filing and checked against the source text.

Material Agreements SEC 8-K Item 1.01/1.02 confidence 0.9

ECD Automotive Design, Inc. entered into Contribution, Amendment, Exchange Agreement and Plan of Reorganization with Defender SPV LLC (effective 2026-03-11).

Action: entry
Agreement: merger
Counterparty: Defender SPV LLC
Effective: 2026-03-11

Exact text from the filing

On March 11, 2026, ECD Automotive Design, Inc. (the “ Company ”) entered into a Contribution, Amendment, Exchange Agreement and Plan of Reorganization (the “ Exchange Agreement ”), with the Defender SPV LLC (the “ Holder ” or “Parent”), the holder of the Company’s Series C convertible preferred stock

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317 material agreements filed in the last 30 days. Browse all material agreements →

Source: SEC EDGAR

accession 0001437749-26-007837

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