{"schema_version":"secwatch.filing_event.v1","accession":"0001493152-26-008993","form_type":"8-K","ticker":"CIMG","cik":"0001527613","company_name":"CIMG Inc.","filed_at":"2026-03-05T23:59:59+00:00","discovered_at":"2026-05-14T18:02:35.333053+00:00","generated_at":"2026-05-15T19:38:07.610679+00:00","sec_items":["1.01","3.02","9.01"],"event_type":"m_and_a","sentiment":"neutral","materiality_score":0.9,"calibrated_materiality_score":0.9,"confidence":"high","headline":"CIMG Inc. acquires Daren Business Technology for zero cash; up to 74.5M shares as performance award","bullets":["CIMG Inc. (Nasdaq: IMG) entered into an Amended and Restated Equity Transfer Agreement to acquire 100% of Daren Business Technology Limited for zero cash consideration.","Seller Shelei Jiang will receive up to 74,487,896 performance-based shares of CIMG common stock, subject to stockholder approval under Nasdaq Rule 5635.","Performance shares are tied to audited revenue targets from April 2026 to September 2029, with milestones from RMB 200M to RMB 1.8B.","Closing expected by March 31, 2026; shares if issued would represent a significant percentage of outstanding stock."],"urls":{"canonical":"https://secwatch.observer/filing/0001493152-26-008993","json":"https://secwatch.observer/filing/0001493152-26-008993.json","markdown":"https://secwatch.observer/filing/0001493152-26-008993.md","text":"https://secwatch.observer/filing/0001493152-26-008993.txt","edgar_index":"https://www.sec.gov/Archives/edgar/data/1527613/000149315226008993/0001493152-26-008993-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1527613/000149315226008993/form8-k.htm"},"model":{"generated_by":"deepseek-v4-flash:cloud","generated_at":"2026-05-15T19:38:07.610679+00:00"},"review":{"review_status":"machine_generated","human_reviewed":false,"corrected":false,"correction_note":null,"correction_timestamp":null,"superseded_by":null,"related_filings":[]},"source_grounded_claims":[{"claim_id":"43ef1a74295b6731b2f9c2c3d14d5f803ae82356","claim":"CIMG Inc. amended Amended and Restated Equity Transfer Agreement with DZR Tech Limited, Shelei Jiang, Daren Business Technology Limited valued at zero cash consideration (effective 2026-02-27).","evidence_excerpt":"On February 27, 2026, CIMG Inc. (the “Company”) entered into an Amended and Restated Equity Transfer Agreement (the “A&R Equity Transfer Agreement”) with DZR Tech Limited, a Hong Kong company and a wholly owned subsidiary of the Company (the “Purchaser”), Shelei Jiang, a Chinese individual (the “Seller”), and Daren Business Technology Limited, a company incorporated under the laws of the British Virgin Islands (the “Target”).","evidence_source":"SEC 8-K Item 1.01/1.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/1527613/000149315226008993/0001493152-26-008993-index.htm","confidence":0.9,"family_label":"Material Agreements","details":[{"label":"Action","value":"amendment"},{"label":"Agreement","value":"equity purchase"},{"label":"Counterparty","value":"DZR Tech Limited, Shelei Jiang, Daren Business Technology Limited"},{"label":"Value","value":"zero cash consideration"},{"label":"Effective","value":"2026-02-27"}],"fact_type":"material_agreement"}],"license":"Source filings: public domain (SEC EDGAR). Summaries (headline + bullets): CC-BY-4.0; attribute https://secwatch.observer"}