{"url_path":"/sec/xmax/8-k/2026-06-02/item-1-01","section_key":"item-1-01","section_title":"Item 1.01 Entry into a Material Definitive Agreement**","topic":"sec","document":{"doc_type":"8-K","doc_date":"2026-06-02","source_url":"https://www.sec.gov/Archives/edgar/data/1473334/0001493152-26-026890-index.html","accession_number":"0001493152-26-026890","cik":"0001473334","ticker":"XMAX","issuer_name":"XMax Inc.","edgar_url":"https://www.sec.gov/Archives/edgar/data/1473334/0001493152-26-026890-index.html","primary_entity_key":"0001473334","primary_entity_name":"XMax Inc."},"word_count":234,"has_tables":true,"body_markdown":"**Item\n1.01 Entry into a Material Definitive Agreement**\n\n \n\nOn\nMay 28, 2026, XMax Inc. (the “Company”) entered into Securities Purchase Agreements (the “Agreements”)\nwith certain non-U.S. investors identified on the signature pages thereto (the “Purchasers”), pursuant to which the\nCompany agreed to sell to the Purchasers in a private placement for a total of 486,500 shares (the “Shares”) of the\nCompany’s common stock, par value $0.001 per share (the “Common Stock”), at a purchase price of $7.347 per share\nfor an aggregate offering price of $3,574,315.50 (the “Private Placement”). In addition, without the prior written\nconsent of the Company, the Purchasers shall not, during the period commencing on the date of the Agreements and ending 18 months after\nsuch date (the “Lock-Up”) offer, pledge, sell, contract to sell, grant, lend, or otherwise transfer or dispose of,\ndirectly or indirectly, any Shares or any securities convertible into or exercisable or exchangeable for Shares, with respect to which\nsuch Purchaser has the power of disposition. The Private Placement will be completed pursuant to the exemption from registration\nprovided by Regulation S promulgated under the Securities Act of 1933, as amended.\n\n \n\nThe\nform of the Agreements is filed as Exhibits 10.1 to this Current Report on Form 8-K. The foregoing summary of the terms of the Agreement\nis subject to, and qualified in its entirety by the Agreements, the form of which is incorporated herein by reference."}