NCRA NOCERA, INC.

CIK 0001756180 50 ready 8-Ks latest July 8, 2026, 5:00 PM ET RSS · JSON

Activity: NORMAL 1 filings / 30d vs 1 baseline Risk accumulating: auditor change (2)

Ready 8-Ks 50

Latest filing July 8, 2026, 5:00 PM ET

Top materiality 1.00

Event mix other_material ×17 · m_and_a ×14 · leadership ×8

Sentiment 12 pos · 11 neg · 27 neu

Executive change recent →

SHENANIGAN SCORE 4 / 7 dying AND reaching see the board

Recent 8-K filings for NCRA

Highest-materiality recent filing

Nocera restates FY2022 financials after SEC review; prior statements no longer reliable

September 6, 2023, 7:59 PM ET other material materiality 1.00 negative item 4.02 ◈ Auditor Changes

SEC staff review flagged accounting issues; XFC disposition in Nov 2022 should be classified as discontinued operation.
Audit Committee concurred with management that FY2022 audited financial statements may no longer be relied upon.

Read filing →

July 8, 2026, 5:00 PM ET M&A materiality 0.60 neutral item 1.01 item 5.03 item 8.01 item 9.01

Nocera effects 1-for-30 reverse split, signs LOI for up to 9.99% stake in INERGX

Reverse stock split 1-for-30 effective July 6, 2026; shares reduced from 46,495,187 to ~1,549,956.
May 26, 2026, 8:45 AM ET other material materiality 0.80 neutral item 1.01 item 3.02 item 9.01 ◈ Material Agreements ×3

Nocera enters $100M equity purchase facility; amends existing SPA

Secures up to $100M equity purchase facility with institutional investor over 24 months.
May 21, 2026, 8:00 AM ET other material materiality 0.55 neutral item 3.02 item 8.01 item 9.01

Nocera signs strategic advisory deal with Phoenix MGMT; initial $150K retainer, $50K/mo, stock

Initial retainer $150K for first 30 days, then $50K/month; $50K in restricted shares per quarter.
April 20, 2026, 7:59 PM ET regulatory materiality 0.85 negative item 3.01 ◈ Listing & Compliance Notices

Nocera receives Nasdaq delisting notice for negative equity of $440,735

Stockholders' equity reported as negative $440,735 in 2025 10-K, below Nasdaq's $2.5M minimum.
February 3, 2026, 6:59 PM ET other material materiality 0.75 negative item 3.01 item 4.01 item 5.02 item 8.01 item 9.01 ◈ Auditor Changes ×2◈ Listing & Compliance Notices

Nocera receives Nasdaq bid price deficiency notice, appoints new auditor, completes Bitcoin purchase

Nasdaq notified Nocera that its stock failed to meet $1.00 minimum bid price for 30 consecutive days; 180-day compliance period until Aug 3, 2026.
January 27, 2026, 6:59 PM ET other material materiality 0.55 neutral item 8.01

Nocera completes $1M Bitcoin purchase, first tranche of $2M allocation

Purchased approx 11 Bitcoin at avg price $87,125 on Jan 25, 2026.
January 14, 2026, 6:59 PM ET other materiality 0.65 neutral item 5.07

Nocera shareholders approve reverse stock split (1:5-1:100) and authorized share increase to 2 bln

All 6 proposals passed with ~87.3% quorum; directors elected with 12,551,955 votes for each.
January 5, 2026, 6:59 PM ET M&A materiality 0.70 neutral item 2.01 ◈ M&A Transactions ×2

Nocera completes sale of 80% of Meixin for $420k and acquisition of 35% of LONGWOOL for $400k

Closed sale of 80% of Meixin VIE equity to Yinuo Investment for $420,000 cash on Jan 1, 2026.
December 5, 2025, 6:59 PM ET M&A materiality 0.65 neutral item 1.01 item 9.01 ◈ Material Agreements

Nocera to buy 35% equity stake in LONGWOOL for $400,000

Nocera will purchase newly issued shares representing 35% of LONGWOOL's equity for $400,000 cash.
December 2, 2025, 6:59 PM ET M&A materiality 0.65 neutral item 1.01 item 9.01 ◈ Material Agreements

Nocera to sell 80% of Meixin VIE equity for $420,000 to Hong Kong buyer

Nocera entered Equity Transfer Agreement to sell 80% of its VIE interest in Meixin Institutional Food Development Co., Ltd. to Yinuo Investment Consulting (Hong Kong).
November 7, 2025, 6:59 PM ET debt materiality 0.70 neutral item 2.03 item 3.02 ◈ Debt Financings◈ Equity Issuances

Nocera closes $8M initial tranche of up to $300M secured convertible note facility

Initial note principal $8M at 9% interest (18% on default), matures Nov 3, 2027.
November 3, 2025, 6:59 PM ET debt materiality 0.85 neutral item 1.01 item 2.03 item 3.02 item 7.01 item 9.01 ◈ Debt Financings◈ Equity Issuances

Nocera secures up to $300M senior secured convertible notes for digital asset treasury and acquisitions

Initial closing of $8M principal ($7.28M purchase price) expected; up to $292M additional upon conditions.
September 3, 2025, 7:59 PM ET leadership materiality 0.65 neutral item 5.02 item 9.01

Nocera appoints Andy Jin CEO and Andrew Teng Asia Director; each gets $240k salary, 600k stock shares

Andy Jin named CEO, Andrew Teng named Asia Director, both starting Sept 2, 2025 under 2-year agreements.
August 29, 2025, 7:59 PM ET debt materiality 0.75 neutral item 1.01 item 5.03 item 3.02 item 9.01 ◈ Governance Changes

Nocera raises $3.15M initial close of Series B preferred; up to $13.5M total

Issued 3,500 Series B Convertible Non-Voting Preferred shares at $910 each for $3.15M initial closing.
July 16, 2025, 7:59 PM ET other material materiality 0.50 positive item 7.01 item 8.01 item 9.01

Nocera regains Nasdaq minimum bid price compliance; deficiency closed

Received Nasdaq letter on July 14, 2025 confirming compliance with Rule 5550(a)(2).
June 10, 2025, 7:59 PM ET M&A materiality 0.65 neutral item 1.01 item 2.01 item 9.01 ◈ M&A Transactions

Nocera buys Tachyonext stake for $500k, sells Chinese subsidiary for $550k

Stock purchase agreement to acquire 1,750 shares of Tachyonext Inc. for $500k, closing expected by June 30.
May 8, 2025, 7:59 PM ET regulatory materiality 0.60 positive item 8.01 item 9.01

Nocera regains Nasdaq compliance after filing delinquent 10-K

Nasdaq confirmed compliance with Listing Rule 5250(c)(1) on May 7, 2025.
April 28, 2025, 7:59 PM ET regulatory materiality 0.65 negative item 3.01 item 9.01 ◈ Listing & Compliance Notices

Nocera receives Nasdaq deficiency notice for late 2024 10-K filing

Nasdaq notified Nocera on April 24, 2025 of non-compliance with Listing Rule 5250(c)(1) due to unfiled 2024 10-K.
April 21, 2025, 7:59 PM ET other material materiality 0.75 negative item 8.01

Nocera misses 10-K deadline; cites audit delays, warrant liability restatements, SEC comments

Unable to file Form 10-K for FY ended Dec 31, 2024 by April 15, 2025 extended deadline.
April 3, 2025, 7:59 PM ET other material materiality 0.85 negative item 4.02 ◈ Auditor Changes

Nocera restates 2024 quarterly financials; warrant liability overstated by 70%

Board concludes unaudited Q1-Q3 2024 financials should no longer be relied upon due to material errors.
January 21, 2025, 6:59 PM ET regulatory materiality 0.65 negative item 3.01 ◈ Listing & Compliance Notices ×2

Nocera receives Nasdaq bid-price deficiency notice; 180-day cure period until July 14, 2025

Stock closed below $1.00 for 30 consecutive business days through Jan 14, 2025; ticker NCRA.
October 16, 2024, 7:59 PM ET other material materiality 0.65 neutral item 4.01 item 5.02 item 9.01 ◈ Auditor Changes ×2◈ executive_change ×2

Nocera replaces auditor Centurion ZD with Enmore LLP; appoints Sean Filson to board

Auditor Centurion ZD resigned Oct 16, 2024; no disagreements but prior report included going-concern paragraph.
September 20, 2024, 7:59 PM ET regulatory materiality 0.55 negative item 3.01

Nocera receives Nasdaq deficiency notice for bid price below $1.00 per share

Received Nasdaq letter on Sept 17, 2024 for failing Bid Price Rule (closing bid <$1.00 for 30 consecutive days).
April 16, 2024, 7:59 PM ET M&A materiality 0.60 positive item 1.01 item 2.01 item 3.02 item 7.01 item 9.01 ◈ M&A Transactions

Nocera acquires Hangzhou SY Culture Media for 600k shares; enters Douyin livestreaming e-commerce

Acquired 100% of Hangzhou SY Culture Media, a Douyin livestreaming e-commerce company, for 600,000 unregistered Nocera shares.
February 6, 2024, 6:59 PM ET M&A materiality 0.70 positive item 1.01 item 3.02 item 8.01 item 9.01

Nocera acquires Chinese e-commerce firm Xinca via VIE; pays 1.8M shares

Acquired 100% of Zhejiang Xinca through VIE agreements; purchase price 1.8 million unregistered shares of NCRA common stock.
January 10, 2024, 6:59 PM ET leadership materiality 0.60 neutral item 5.02 item 8.01 item 9.01 ◈ executive_change ×2

Nocera appoints Feng-Hua Chen as COO, succeeding retiring Hong-Wen Ruan

COO Hong-Wen Ruan retired effective Jan 4, 2024; Feng-Hua Chen appointed as new COO effective Jan 5, 2024.
December 21, 2023, 6:59 PM ET leadership materiality 0.25 neutral item 5.02 item 5.07 ◈ Shareholder Votes ×2◈ executive_change

Nocera director Song-Yuan Teng resigns as independent, reappointed as non-independent

Teng's independence reclassified due to increased daily involvement; resignation not a disagreement.
November 1, 2023, 7:59 PM ET leadership materiality 0.50 neutral item 5.02 item 8.01 item 9.01 ◈ executive_change ×2

Nocera appoints Yiwen Zhang and Song-Yuan Teng to Board of Directors

Yiwen Zhang and Song-Yuan Teng appointed as independent directors, effective Oct 27, 2023. Zhang chairs Audit Committee.
September 20, 2023, 7:59 PM ET M&A materiality 0.60 neutral item 9.01

Nocera acquires 80% of Meixin for $4.3M via VIE agreements; pro forma shows combined assets $10.8M

Purchase price of $4.3M for 80% controlling interest in Meixin, a Taiwan food processing and catering company.
September 6, 2023, 7:59 PM ET other material materiality 1.00 negative item 4.02 ◈ Auditor Changes

Nocera restates FY2022 financials after SEC review; prior statements no longer reliable

SEC staff review flagged accounting issues; XFC disposition in Nov 2022 should be classified as discontinued operation.
August 4, 2023, 7:59 PM ET leadership materiality 0.60 neutral item 5.02 ◈ executive_change

Nocera appoints Andy Jin as CEO effective July 31, 2023

Andy Ching-An Jin appointed CEO of Nocera, effective July 31, 2023.
August 3, 2023, 7:59 PM ET regulatory materiality 0.70 negative item 3.01 ◈ Listing & Compliance Notices

Nocera receives Nasdaq notice for audit committee composition non-compliance following director resignation

Audit Committee reduced to two members after resignation of independent director Yih-Yu 'Grace' Lei from board and committees.
July 28, 2023, 7:59 PM ET M&A materiality 0.40 neutral item 8.01

Nocera reports delay in acquisition of Zhe Jiang; still working towards closing

On June 1, 2023, Nocera subsidiary GZ GST agreed to acquire Zhe Jiang in exchange for 1.5M shares.
July 28, 2023, 7:59 PM ET leadership materiality 0.60 negative item 5.02 ◈ executive_change ×3

Nocera acting CEO and two directors resign; replacements being sought

David Yu-Lung Kou resigned as Acting CEO effective July 27, 2023; no disagreement cited.
July 13, 2023, 7:59 PM ET leadership materiality 0.70 neutral item 5.02 ◈ executive_change ×5

Nocera appoints acting CEO David Kou after death of former CEO Jeff Cheng

Former CEO/President/Chairman Yin-Chieh ('Jeff') Cheng died unexpectedly on July 8, 2023.
June 7, 2023, 7:59 PM ET M&A materiality 0.70 positive item 2.01 item 3.02 item 9.01 item 1.01 item 7.01 ◈ M&A Transactions

Nocera acquires Chinese digital info co for 1.5M shares; enters Douyin live sales market

Acquired 100% of Zhe Jiang Xin Shui Hu Digital Information for 1.5M shares of NCRA common stock.
June 6, 2023, 7:59 PM ET M&A materiality 0.60 neutral item 1.01 item 2.01 item 3.02 item 7.01 item 9.01 ◈ M&A Transactions

Nocera acquires Zhe Jiang Xin Shui Hu for 1.5M shares and 1M warrants to enter Douyin live sales market

Acquired 100% of XSH, a Chinese digital live-stream company selling seafood via Douyin, for 1.5M shares and 1M Class C warrants (exercise price $3.00, expiry June 2027).
February 23, 2023, 6:59 PM ET M&A materiality 0.55 positive item 2.01 item 2.03 item 7.01 item 9.01 ◈ Debt Financings◈ M&A Transactions

Nocera closes $875k purchase of 229 acres in Alabama for first U.S. fish farm

Closed on $875,000 purchase of 229 acres of agricultural land in Montgomery, Alabama on Feb 16, 2023.
December 2, 2022, 6:59 PM ET other material materiality 0.40 neutral item 1.01 item 1.02 item 9.01 ◈ Material Agreements ×2

Nocera sells controlling interest in Xin Feng Construction for $300,000 cash

Sold its controlling interest in Xin Feng Construction Co., Ltd (XFC) to Han-Chieh Shih for $300,000 cash.
November 18, 2022, 6:59 PM ET other material materiality 0.50 neutral item 8.01

Nocera warrant exercise price automatically reset to $1.925 per share

Effective Nov 14, 2022, the warrant exercise price decreased from $3.85 to $1.925 per share.
November 1, 2022, 7:59 PM ET other material materiality 0.65 negative item 1.02 ◈ Material Agreements

Nocera terminates planned 51% stake purchase in iTake due to accounting record issues

On Oct 31, 2022, Nocera terminated the iTake Purchase Agreement for a 51% controlling interest.
September 30, 2022, 7:59 PM ET M&A materiality 0.75 positive item 1.01 item 7.01 item 9.01

Nocera to acquire 51% of iTake for $200K plus warrants; sees $3M revenue boost

Purchase price: $200,000 cash and 100,000 Class A warrants for 51% controlling interest in iTake Inc.
September 27, 2022, 7:59 PM ET other material materiality 0.10 neutral item 8.01

Nocera underwriters exercise option for 282,000 warrants, gross proceeds $2,820

Underwriters exercised over-allotment option on Sept 23, 2022 for 282,000 warrants.
September 13, 2022, 7:59 PM ET other material materiality 0.50 positive item 1.01 item 7.01 item 9.01

Nocera agrees to buy 229 acres in Alabama for fish farm; expects up to $10M revenue boost

Purchase price $865K plus $10K deposit; closing expected by Oct 31, 2022, subject to financing.
September 12, 2022, 7:59 PM ET M&A materiality 0.65 positive item 1.01 item 7.01 item 9.01

Nocera acquires 80% controlling interest in Meixin for $4.3M via VIE agreements

Purchase price of $4.3 million for an 80% controlling stake in Meixin, a Taiwan food processor.
September 1, 2022, 7:59 PM ET leadership materiality 0.50 neutral item 5.01 item 9.01

Nocera appoints Howard Ruan as COO replacing Stan Yu; salary $1,350/month probation

Hsian-Wen (Stan) Yu resigned as COO effective August 31, 2022.
August 16, 2022, 7:59 PM ET other material materiality 0.75 positive item 1.01 item 7.01 item 9.01

Nocera raises $6.58M in public offering, lists on Nasdaq via 2-for-3 reverse split

Gross proceeds $6.58M from 1.88M units at $3.50/unit; net proceeds ~$5.3M after underwriting discounts and expenses.
March 30, 2022, 7:59 PM ET earnings materiality 0.70 positive item 2.02 item 7.01 item 9.01

Nocera reports 2021 revenue up 733% to $9.9M; operating cash turns positive

2021 total revenues of $9.9M, up 733% from $1.2M in 2020.
February 28, 2022, 6:59 PM ET other material materiality 0.30 neutral item 5.03 item 9.01

Nocera amends bylaws to reduce stockholder quorum requirement to 33 1/3%

Board approved amended and restated bylaws on February 25, 2022, reducing quorum from a majority to 33 1/3%.
January 6, 2022, 6:59 PM ET other material materiality 0.70 positive item 3.02 item 5.02 item 9.01 ◈ executive_change

Nocera raises $2.09M in private placement; appoints Gerald Lindberg as Secretary and board member

Private placement of 418,000 units at $5.00/unit for gross proceeds of $2,090,000; each unit includes two common shares.

Executive changes

Appointed

Sean Filson

Director

NCRA · NOCERA, INC.

Effective: 2024-10-16
Filed: October 16, 2024, 7:59 PM ET

On October 16, 2024, the Board appointed Sean Filson to fill a vacancy on the Board.

Departed

Thomas Steele

Director

NCRA · NOCERA, INC.

Effective: 2024-10-10
Successor: Sean Filson
Filed: October 16, 2024, 7:59 PM ET

The vacancy on the Board filled by Mr. Filson was created as a result of the death of Thomas Steele on October 10, 2024, a former director of the Company.

Departed

Hong-Wen Ruan

Chief Operating Officer

NCRA · NOCERA, INC.

Effective: 2024-01-04
Successor: Feng-Hua Chen
Filed: January 10, 2024, 6:59 PM ET

On January 4, 2024, Ruan Hong (“Howard”) Wen, Chief Operating Officer of the Company, notified the Company of his intent to resign effective January 4, 2024.

Appointed

Feng-Hua Chen

Chief Operating Officer

NCRA · NOCERA, INC.

Effective: 2024-01-05
Filed: January 10, 2024, 6:59 PM ET

On January 4, 2024, the Board of Directors of the Company (the “Board”) appointed Feng-Hua (“Howard”) Chen as the Company’s Chief Operating Officer, effective as of January 5, 2024.

Role change

Song-Yuan Teng

Director

NCRA · NOCERA, INC.

Effective: 2023-12-18
Filed: December 21, 2023, 6:59 PM ET

On December 20, 2023, Song-Yuan Teng submitted his resignation as an independent director of the Company effective as of December 18, 2023.

Appointed

Yiwen Zhang

director

NCRA · NOCERA, INC.

Effective: 2023-10-27
Filed: November 1, 2023, 7:59 PM ET

On October 27, 2023, the Board appointed each of Yiwen Zhang and Song-Yuan Teng to the position of director, effective as of October 27, 2023.

Appointed

Song-Yuan Teng

director

NCRA · NOCERA, INC.

Effective: 2023-10-27
Filed: November 1, 2023, 7:59 PM ET

On October 27, 2023, the Board appointed each of Yiwen Zhang and Song-Yuan Teng to the position of director, effective as of October 27, 2023.

Appointed

Andy Ching-An Jin

Chief Executive Officer

NCRA · NOCERA, INC.

Effective: 2023-07-31
Filed: August 4, 2023, 7:59 PM ET

On July 31, 2023, the Board appointed Andy Ching-An Jin as the Company’s Chief Executive Officer, effective July 31, 2023.

Departed

David Yu-Lung Kou

Acting Chief Executive Officer

NCRA · NOCERA, INC.

Effective: 2023-07-27
Filed: July 28, 2023, 7:59 PM ET

On July 27, 2023, David Yu-Lung Kou resigned as the Acting Chief Executive Officer of the Company.

Departed

Cheng Lu Min Huay

member of the board of directors

NCRA · NOCERA, INC.

Effective: 2023-07-27
Filed: July 28, 2023, 7:59 PM ET

On July 27, 2023, Cheng Lu Min Huay and Yih-Yu (“Grace”) Lei resigned as members of the board of directors of Nocera, Inc.

Departed

Yih-Yu (Grace) Lei

member of the board of directors

NCRA · NOCERA, INC.

Effective: 2023-07-27
Filed: July 28, 2023, 7:59 PM ET

On July 27, 2023, Cheng Lu Min Huay and Yih-Yu (“Grace”) Lei resigned as members of the board of directors of Nocera, Inc.

Departed

David Yu-Lung Kou

Director

NCRA · NOCERA, INC.

Effective: 2023-07-13
Filed: July 13, 2023, 7:59 PM ET

On July 13, 2023, Nocera, Inc. (the “Company”) received a resignation notice from a member of its Board of Directors (“Board”), David Yu-Lung Kou.

Materiality & sentiment trend

Max materiality 1.00 · Median 0.65 · Most common event other_material

12 positive 11 negative 27 neutral

source · NCRA on sec.gov