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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934
September 30, 2025
Date of Report (Date of earliest event reported)
Connexa Sports Technologies Inc.
AIRWA INC.
(Exact name of registrant as specified in its charter)
| Delaware | 1-41423 | 61-1789640 | ||
| (State or other jurisdiction | (Commission | (IRS Employer | ||
| of incorporation) | File Number) | Identification No.) |
74 E. Glenwood Ave., #320
Smyrna, DE 19977
(Address of principal executive offices, including Zip Code)
(646) 453-0678
(Registrant’s telephone number, including area code)
Connexa Sports Technologies Inc.
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
| ☐ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| ☐ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| ☐ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| ☐ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered | ||
| Common Stock, $0.001 par value | YYAI | Nasdaq Capital Market |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 5.03. Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.
On September 30, 2025, the Board of Directors of Connexa Sports Technologies Inc. (the “Company”) approved the change in the name of the Company to “AiRWA Inc.” (the “Name Change”).
On September 30, 2025, to effectuate the Name Change, the Company filed a Certificate of Amendment (the “Charter Amendment”) to the Certificate of Incorporation of the Company, as amended, with the Secretary of State of the State of Delaware.
The Name Change will take effect on the Nasdaq Capital Market on October 7, 2025.
Pursuant to Section 242(d)(1) of the Delaware General Corporation Law, no shareholder approval was required for the Charter Amendment because it only related to a name change. A copy of the Charter Amendment is attached hereto as Exhibit 3.1 and is incorporated herein by reference.
The Name Change does not affect the rights of the Company’s stockholders, and stockholders do not need to take any action in connection with the Name Change. The CUSIP number for the Company’s common stock remains 831445408.
Item 7.01 Regulation FD Disclosure
On October 6, 2025, the Company issued a press release to announce the Name Change and to announce a committed investment in AiRWA Exchange of $100 million, including $30 million of Solana tokens. A copy of the press release is furnished hereto as Exhibit 99.1 and is incorporated herein by reference.
The information contained in this Item 7.01 and Exhibit 99.1, attached hereto, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended and shall not be deemed incorporated by reference in any filing with the Securities and Exchange Commission under the Securities Exchange Act of 1934, as amended or the Securities Act of 1933, as amended whether made before or after the date hereof and irrespective of any general incorporation language in any filings.
Item 9.01 Financial Statements and Exhibits.
The following exhibits are furnished with this Form 8-K:
| Exhibit No. | Description | |
| 3.1 | Certificate of Amendment to the Certificate of Incorporation | |
| 99.1 | Press Release dated October 6, 2025, entitled “Connexa Sports Technologies Inc. is Renamed “AiRWA Inc.” and Announces $100 Million Confirmed Investment into AiRWA Exchange” | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
Portions of this report may constitute “forward-looking statements” as defined by federal law. Although the Company believes any such statements are based on reasonable assumptions, there is no assurance that actual outcomes will not be materially different. Additional information about issues that could lead to material changes in the Company’s performance is contained in the Company’s filings with the SEC.
Forward-Looking Statements
This Current Report on Form 8-K contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. All statements contained in this Current Report on Form 8-K other than statements of historical fact are forward-looking statements. Such forward-looking statements include, among other things, statements regarding the Company’s ability to regain compliance with Nasdaq listing standards or receive additional time from Nasdaq to regain compliance if necessary. Such statements can be identified by the fact that they do not relate strictly to historical or current facts. Words such as “believes,” “anticipates,” “plans,” “expects,” “intends,” “will,” “goal,” “potential” and the negative of such terms or other similar expressions may identify forward-looking statements, but the absence of these words does not mean that a statement is not forward-looking. Such forward-looking statements are based on the Company’s current expectations and involve assumptions that may never materialize or may prove to be incorrect. Actual results could differ materially from those projected in any forward-looking statements due to numerous risks and uncertainties. Information regarding the foregoing and additional risks may be found in the section entitled “Risk Factors” in documents that the Company files from time to time with the Securities and Exchange Commission. These forward-looking statements are made as of the date of this Current Report on Form 8-K, and the Company undertakes no obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as may be required under applicable securities laws.
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| AIRWA INC. | ||
| a Delaware corporation | ||
| Dated: October 6, 2025 | By: | /s/ Thomas Tarala |
| Chief Executive Officer | ||
Exhibit 3.1
Exhibit 99.1
Connexa Sports Technologies Inc. is Renamed “AiRWA Inc.”
and Announces $100 Million Confirmed Investment
into AiRWA Exchange
Smyrna, Delaware — October 6, 2025 (GLOBE NEWSWIRE) — Connexa Sports Technologies Inc. (Nasdaq: YYAI) (“Connexa”) today announced several key developments regarding its expansion into the Web3 space:
| ● | Effective October 7, 2025, the company will be renamed AiRWA Inc., reflecting its growing focus on blockchain technology and its pioneering role in the emerging digital finance sector. This change aligns with the company’s ongoing collaboration with JuCoin Pte Ltd (“JuCoin”) and the launch of their joint venture, AiRWA Exchange. | |
| ● | In a significant move to solidify the future of AiRWA Exchange, JuCoin has committed to an initial investment of $100 million. This contribution will include 150,000 Solana tokens, currently valued at approximately $30 million. This development coincides with the companies’ decision to focus on Solana-anchored trading pairs as they work to create a dynamic, future-proof platform bridging the physical and digital worlds. |
A New Chapter for Connexa, and an Initial Contribution to AiRWA Exchange
Connexa’s co-founding of AiRWA Exchange is a critical milestone in the company’s evolution, marking a major pivot toward blockchain-based financial services. Announced on August 25, 2025, AiRWA Exchange will be a groundbreaking platform designed to facilitate the tokenization and trading of real-world assets (RWA). The exchange will receive $500 million in funding from Connexa and JuCoin, with $100 million now committed by JuCoin, including approximately $30 million of Solana tokens. An additional collaboration with Inca Digital, a global leader in digital asset intelligence and security solutions, announced on September 24, 2025, will enable AiRWA Exchange to integrate advanced monitoring, threat detection, and compliance tools into its ecosystem, safeguarding against potential risks and ensuring a trusted environment for all users.
Connexa’s change of name to AiRWA Inc. reflects the company’s intention to make AiRWA Exchange core to its business and to focus on its goal of enhancing global access to tokenized financial products by enabling seamless transactions and greater transparency. AiRWA’s CUSIP will remain 831445408.
“We are excited to announce our new name and vision for AiRWA Inc.,” said Hongyu Zhou, Chairman of Connexa. “As we continue to scale our Web3 initiatives, the establishment of AiRWA Exchange represents not only a technical evolution but a strategic shift toward creating a next-generation financial ecosystem. This is just the beginning.”
AiRWA Exchange and Solana: A Strategic Partnership
In conjunction with the announcement of JuCoin’s contribution of $30 million of Solana tokens as part of its initial contribution of $100 million, Connexa has revealed that AiRWA Exchange will anchor its major trading pairs around Solana, a highly scalable blockchain known for its low fees and high throughput. Following strategic meetings between Connexa, JuCoin, and Solana representatives, the decision has been made to prioritize Solana as the backbone of the exchange’s digital infrastructure.
“We firmly believe in Solana’s technological capabilities and its ability to scale rapidly with high transaction volume, which are crucial to our vision for AiRWA Exchange,” said Mr. Zhou. “The initial Solana token contribution from JuCoin is the first step in what we envision as a long-term, mutually beneficial partnership, with Solana at the forefront of the development of AiRWA Exchange.”
“With the strong foundation we’ve established with JuCoin, Solana, and Inca Digital, we are confident in our ability to drive innovation in digital finance and blockchain technology,” continued Mr. Zhou. “The future of finance is decentralized, and AiRWA Exchange will be at the forefront of this transformation.”
— Press release ends —
About YYAI
Connexa Sports Technologies Inc. (Nasdaq: YYAI), through its majority-owned subsidiary, Yuanyu Enterprise Management Co., Limited, owns advanced patents and proprietary technology licensed to partners worldwide, enabling localized digital matchmaking and other technology solutions. Soon to become AiRWA Inc., the company is also active in the Web3 space, driving innovation in digital finance through AiRWA Exchange, which will focus on the tokenization of real-world assets (RWA).
YYAI Contact Information
Email: info@yuanyuenterprise.com
Website: www.yuanyuenterprise.com
Forward-Looking Statements
This press release contains forward-looking statements. Statements that are not historical facts, including statements about beliefs or expectations, are forward-looking statements. These statements are based on current plans, estimates, and expectations, and involve inherent risks and uncertainties. Actual results may differ materially due to various factors, including:
| ● | volatility related to the Company’s relatively low public float; | |
| ● | the effects of prior acquisitions and divestitures on current and future business operations; | |
| ● | strategic and operational uncertainties; | |
| ● | risks associated with potential litigation, financing transactions, or acquisitions; | |
| ● | macroeconomic, competitive, legal, regulatory, tax, and geopolitical factors; and | |
| ● | other risks detailed in the Company’s filings with the SEC, including its Annual Report on Form 10-K for the fiscal year ended April 30, 2025. |
Forward-looking statements speak only as of the date they are made. Neither the Company nor any other person undertakes to update any forward-looking statements, except as required by law.