{"url_path":"/sec/frgt/10-k/2026/item-7","section_key":"item-7","section_title":"Item 7 MAJOR SHAREHOLDERS AND RELATED PARTY TRANSACTIONS","topic":"sec","document":{"doc_type":"20-F","doc_date":"2026-05-14","source_url":"https://www.sec.gov/Archives/edgar/data/1687542/0001493152-26-023206-index.html","accession_number":"0001493152-26-023206","cik":"0001687542","ticker":"FRGT","issuer_name":"Freight Technologies, Inc.","edgar_url":"https://www.sec.gov/Archives/edgar/data/1687542/0001493152-26-023206-index.html","primary_entity_key":"0001687542","primary_entity_name":"Freight Technologies, Inc."},"word_count":977,"has_tables":true,"body_markdown":"ITEM\n7. MAJOR SHAREHOLDERS AND RELATED PARTY TRANSACTIONS\n\n \n\n7.A.\nMajor Shareholders\n\n \n\nThe\nfollowing table sets forth information with respect to beneficial ownership of any class of our voting securities as of the date of this\nAnnual Report by:\n\n \n\n \n●\neach person who is known by us to beneficially own 5% or more\nof any class of our voting securities;\n\n \n \n \n\n \n●\neach of our current directors and each member of our senior\nmanagement; and\n\n \n \n \n\n \n●\nall of our directors and senior management as a group.\n\n \n\nThe\ncalculations in the table below are based on 2,860,626 ordinary shares outstanding as of April 20, 2026. Beneficial ownership is determined\nin accordance with the rules and regulations of the SEC. In computing the number of shares beneficially\nowned by a person and the percentage ownership of that person, we have included shares that the person has the right to acquire within\n60 days, including through the exercise of any option, warrant or other right or the conversion of any other security. These shares,\nhowever, are not included in the computation of the percentage ownership of any other person.\n\n \n\n**Name of Beneficial Owner1** \nNumber of Shares  \n% of Class* \n\n  \n   \n  \n\nFive Percent Holders \n    \n   \n\nFreight Opportunities, LLC2 \n 27,551,5822  \n 73.1%\n\nDIP SPV I, L.P.3 \n 5,982,8133  \n 15.9%\n\n  \n    \n   \n\n**Directors and Named\nExecutive Office4&5:** \n    \n   \n\nJavier Selgas \n 42  \n ** %\n\nDonald Quinby \n 800  \n **%\n\nLuisa Irene Lopez Reyes \n 14  \n **%\n\nPaul Freudenthaler \n 41  \n **%\n\nNicholas H. Adler \n 4  \n **%\n\nMarc Urbach \n 4  \n **%\n\nLeilei Nie \n 600  \n **%\n\nAndres Gonzalez \n -  \n -\n\nAll Directors and Executive Officers as Group \n 1,505  \n **%\n\n \n\n(1)\nFor each person and group included in this table, percentage ownership is calculated by dividing the sum of the number of ordinary shares\nbeneficially owned by such person or group and the number of ordinary shares underlying share options or warrants held by such person\nor group that are exercisable within 60 days after the date of this Report by the sum of (i) 2,860,626 being the number of shares outstanding\nas of April 20, 2026 and (ii) the number of ordinary shares underlying share options held by such person or group that are exercisable\nwithin 60 days after the date of this Report.\n\n \n\n59\n\n \n\n \n\n(2)\nConsist of 54,372 ordinary shares, 896,421 Series A preferred shares convertible to 910,267 ordinary shares, 12,540,000 Series B preferred\nshares convertible to 1,181 ordinary shares, 1,000,000 Series C Preferred Shares convertible into 1,305,341 ordinary shares, and 25,280,444\nwarrants convertible into 25,280,421 ordinary shares under various terms and conditions of such warrants.\n\n \n\nFreight\nOpportunities, LLC does not have the right to convert or exercise any portion of their holdings to Ordinary Shares if, to the extent\nthat after giving effect to such conversion or exercise, they would beneficially own in excess of 9.99% of the Ordinary Shares outstanding\nimmediately after giving effect to such conversion or exercise.\n\n \n\nFreight\nOpportunities LLC is wholly-owned by the private fund, ATW Opportunities Master Fund, L.P. Voting and investment decisions with respect\nto these securities are made by a majority of the members of ATW Opportunities Master Fund, L.P., comprised of Antonio Ruiz-Gimenez and\nKerry Propper. None of those persons individually has voting or dispositive power over the shares and none of those persons therefore\nare deemed to have beneficial ownership over those securities under the so-called “rule of three” pursuant to SEC guidance.\n\n \n\nThe\naddress of ATW Opportunities Master Fund, L.P. is 1 Pennsylvania Plaza, Floor 48, NY, NY 10119.\n\n \n\n(3)\nConsist of 5,500,000 Series C Preferred Shares convertible to 5,982,813 ordinary shares.\n\n \n\nDIP\nSPV I, L.P. does not have the right to convert or exercise any portion of its Series C Preferred Shares to ordinary shares if, to the\nextent that after giving effect to such conversion or exercise, it would beneficially own in excess of 4.99% of the ordinary shares outstanding\nimmediately after giving effect to such conversion or exercise, provided, that if at any time after the date hereof, DIP SPV I, L.P.\nbeneficially owns in excess of 4.99% of any class of shares in the Company that is registered under the Exchange Act, then the maximum\npercentage shall automatically increase to 9.99% so long as it owns in excess of 4.99% of such class of shares.\n\n \n\nDIP\nSPV I, L.P. is wholly owned by the private fund, ATW Fund I, L.P. (the “Fund”). ATW Partners LLC (the “Adviser”)\nserves as the investment manager to the Fund. Voting and investment decisions with respect to these securities are made by a majority\nof the Advisor, comprised of Antonio Ruiz-Gimenez and Kerry Propper. None of those persons individually has voting or dispositive power\nover the shares and none of those persons therefore are deemed to have beneficial ownership over those securities under the so-called\n“rule of three” pursuant to SEC guidance.\n\n \n\nThe\naddress of the Advisor is 1 Pennsylvania Plaza, Suite 4810, New York, New York 10119.\n\n \n\n(4)\nUnless otherwise indicated, the address for those listed below is c/o Freight App, Inc., at 2001 Timberloch Place, Suite 500, The Woodlands,\nTexas 77380.\n\n \n\n(5)\nEach of the directors’ holdings represents a mixture of restricted stock and stock options from the Plan convertible into ordinary\nshares that have vested within 60 days after the date of this report. Each of Nicholas H. Adler and Marc Urbach own 1 ordinary share.\nMr. Adler and Mr. Urbach also each own options convertible into 3 ordinary shares. Mr. Selgas owns 1 ordinary shares and options convertible\ninto 41 ordinary shares. Mr. Freudenthaler owns options convertible into 41 ordinary shares. Mrs. Lopez’s entire beneficial ownership\nrepresent options from the Plan convertible into ordinary shares that have vested within 60 days after the date of this report.\n\n \n\n*Rounded\nto the nearest hundredth digit.\n\n \n\n**Less\nthan 0.01%.\n\n \n\n60\n\n \n\n \n\n7.B.\nRelated Party Transactions\n\n \n\nThe\nCompany has not engaged in any related party transactions in the past three years.\n\n \n\n7.C.\nInterests of Experts and Counsel\n\n \n\nNot\napplicable."}