{"url_path":"/sec/zcar/8-k/2026-06-23/item-3-02","section_key":"item-3-02","section_title":"Item 3.02 Unregistered Sales of Equity Securities.**","topic":"sec","document":{"doc_type":"8-K","doc_date":"2026-06-23","source_url":"https://www.sec.gov/Archives/edgar/data/1854275/0001213900-26-071110-index.html","accession_number":"0001213900-26-071110","cik":"0001854275","ticker":"ZCAR","issuer_name":"Zoomcar Holdings, Inc.","edgar_url":"https://www.sec.gov/Archives/edgar/data/1854275/0001213900-26-071110-index.html","primary_entity_key":"0001854275","primary_entity_name":"Zoomcar Holdings, Inc."},"word_count":246,"has_tables":true,"body_markdown":"**Item 3.02 Unregistered Sales of Equity Securities.**\n\n \n\nThe information set forth under Item 1.01 of this\nCurrent Report on Form 8-K is incorporated by reference into this Item 3.02.\n\n \n\nThe Units, the Preferred Shares, the Warrants\nand the Placement Agent Warrants described in Item 1.01 above, and the shares of Common Stock issuable upon conversion of the Preferred\nShares and upon exercise of the Warrants and the Placement Agent Warrants, were offered and sold without registration under the Securities\nAct in reliance upon the exemption from registration provided by Section 4(a)(2) of the Securities Act and Rule 506(c) of Regulation D\npromulgated thereunder. The Company relied on these exemptions based, in part, on representations made by each Purchaser, including that\neach Purchaser is an “accredited investor” within the meaning of Rule 501(a) of Regulation D, and the Company took reasonable\nsteps to verify each Purchaser’s accredited investor status. The securities have not been registered under the Securities Act or\nany state securities laws and may not be offered or sold in the United States absent registration or an applicable exemption from such\nregistration requirements.\n\n \n\nThis Current Report on Form 8-K does not constitute\nan offer to sell, or the solicitation of an offer to buy, any securities, nor shall there be any sale of these securities in any state\nor jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities\nlaws of any such state or jurisdiction."}