OFA Group announced a 1-for-10 reverse stock split of its Class A ordinary shares, effective July 31, 2026, to support its continued listing on the Nasdaq Capital Market. The consolidation will reduce the number of outstanding Class A ordinary shares from 26,370,521 to approximately 2,637,052. OFA Group provides architectural design, fit-out services, and AI-driven software solutions for the Architecture, Engineering and Construction industry.

OFA Group completed an additional closing under a Securities Purchase Agreement with TriCore Foundation, LLC, issuing 356 Series A Preferred Shares for an aggregate purchase price of $320,400. TriCore is a related party of the Company. The issuance was made in reliance on an exemption from registration under Section 4(a)(2) of the Securities Act. OFA Group operates in the financial services industry and provides investment management services.

OFA Group received a letter from Nasdaq Staff on June 9, 2026, granting an additional 180-day compliance period to resolve a minimum bid price deficiency. The company previously failed to maintain a $1.00 closing bid price for 30 consecutive business days, missing its initial June 9, 2026, deadline. The new compliance deadline is December 7, 2026. To regain compliance, the company may implement a reverse stock split if necessary. The company intends to monitor share prices and evaluate options to meet Nasdaq listing requirements. OFA Group is a company that trades Class A ordinary shares on the Nasdaq.

OFA Group entered into Amendment No. 1 to the Conditional Waiver of Covenant with Atsion Opportunity Fund LLC – Series 1, amending provisions of a previous waiver. The amendment includes a commitment fee of $1,000,000, which if defaulted upon, may be converted into up to 3,000,000 Class A ordinary shares at a volume-weighted average price based on the following day's share price.