Andrew Leece - 17 Feb 2026 Form 3 Insider Report for SharonAI Holdings Inc. (SHAZ)

Reporting relationship: COO
Issuer ticker: SHAZ
Reported as of: 17 Feb 2026
Net transaction value: $0
SEC form: 3
Accepted by SEC: 18 Feb 2026, 16:06:06 UTC
Source filing: View source filing
Reporting owner signature: /s/ Timothy Broadfoot, by power of attorney from Andrew Leece

Key filing fact

Andrew Leece filed Form 3 for SharonAI Holdings Inc. (SHAZ) on 18 Feb 2026.

Key facts

This page summarizes Andrew Leece's Form 3 filing for SharonAI Holdings Inc. (SHAZ).
0 reported transactions and 18 derivative rows are listed below.
Accepted by SEC: 18 Feb 2026, 16:06.

Change

No earlier filing in this sequence is available for direct comparison.
Current net transaction value: $0.

Research use

This tells you what this filing adds before you inspect full transaction and derivative tables.
You can trace every row back to the original SEC filing document.

Evidence

Official SEC source

Ownership activity is grounded in SEC Form 3 disclosures.

View source filing

Reporting Owners (1)

CIK 0002106648 Primary reporting owner

Leece Andrew

Relationship: COO
Address: C/O SHARONAI HOLDINGS, INC., 745 FIFTH AVENUE, SUITE 500, NEW YORK
Signature: /s/ Timothy Broadfoot, by power of attorney from Andrew Leece
Signature date: 18 Feb 2026

Reported non-derivative transactions

Shares, units, or other non-derivative securities reported in this filing.

SHAZ holding

Class A Ordinary Common Stock

No transaction description listed

Transaction value
Shares
Change %
Price
Shares after: 165,852
Date: 17 Feb 2026
Ownership: By Strat Capital Pty Ltd ATF AJ Digital Trust

SHAZ holding

Class A Ordinary Common Stock

No transaction description listed

Transaction value
Shares
Change %
Price
Shares after: 1,233,504
Date: 17 Feb 2026
Ownership: By Strat Capital Pty Ltd ATF Alpha Juliett Trust

SHAZ holding

Class B Super Common Stock

No transaction description listed

Transaction value
Shares
Change %
Price
Shares after: 45,447
Date: 17 Feb 2026
Ownership: By Strat Cap No.1 Pty Ltd.

Reported derivative securities

Options, warrants, convertible securities, or similar derivative positions disclosed in the filing.

SHAZ holding Derivative

Restricted Stock Units

No transaction description listed

Transaction value
Shares
Change %
Price
Shares after
Date: 17 Feb 2026
Ownership: Direct
Underlying class: Class A Ordinary Common Stock
Underlying amount: 14,657
Exercise price
Footnotes: F1, F2

SHAZ holding Derivative

Restricted Stock Units

No transaction description listed

Transaction value
Shares
Change %
Price
Shares after
Date: 17 Feb 2026
Ownership: Direct
Underlying class: Class A Ordinary Common Stock
Underlying amount: 19,542
Exercise price
Footnotes: F1, F3

SHAZ holding Derivative

Restricted Stock Units

No transaction description listed

Transaction value
Shares
Change %
Price
Shares after
Date: 17 Feb 2026
Ownership: Direct
Underlying class: Class A Ordinary Common Stock
Underlying amount: 14,657
Exercise price
Footnotes: F1, F4

SHAZ holding Derivative

Restricted Stock Units

No transaction description listed

Transaction value
Shares
Change %
Price
Shares after
Date: 17 Feb 2026
Ownership: Direct
Underlying class: Class A Ordinary Common Stock
Underlying amount: 9,771
Exercise price
Footnotes: F1, F5

SHAZ holding Derivative

Restricted Stock Units

No transaction description listed

Transaction value
Shares
Change %
Price
Shares after
Date: 17 Feb 2026
Ownership: Direct
Underlying class: Class A Ordinary Common Stock
Underlying amount: 19,542
Exercise price
Footnotes: F1, F6

SHAZ holding Derivative

Restricted Stock Units

No transaction description listed

Transaction value
Shares
Change %
Price
Shares after
Date: 17 Feb 2026
Ownership: Direct
Underlying class: Class A Ordinary Common Stock
Underlying amount: 19,542
Exercise price
Footnotes: F1, F7

SHAZ holding Derivative

Restricted Stock Units

No transaction description listed

Transaction value
Shares
Change %
Price
Shares after
Date: 17 Feb 2026
Ownership: Direct
Underlying class: Class A Ordinary Common Stock
Underlying amount: 14,619
Exercise price
Footnotes: F1, F8

SHAZ holding Derivative

Restricted Stock Units

No transaction description listed

Transaction value
Shares
Change %
Price
Shares after
Date: 17 Feb 2026
Ownership: Direct
Underlying class: Class A Ordinary Common Stock
Underlying amount: 20,467
Exercise price
Footnotes: F1, F9

SHAZ holding Derivative

Restricted Stock Units

No transaction description listed

Transaction value
Shares
Change %
Price
Shares after
Date: 17 Feb 2026
Ownership: Direct
Underlying class: Class A Ordinary Common Stock
Underlying amount: 11,695
Exercise price
Footnotes: F1, F10

SHAZ holding Derivative

Restricted Stock Units

No transaction description listed

Transaction value
Shares
Change %
Price
Shares after
Date: 17 Feb 2026
Ownership: Direct
Underlying class: Class A Ordinary Common Stock
Underlying amount: 5,848
Exercise price
Footnotes: F1, F11

SHAZ holding Derivative

Restricted Stock Units

No transaction description listed

Transaction value
Shares
Change %
Price
Shares after
Date: 17 Feb 2026
Ownership: Direct
Underlying class: Class A Ordinary Common Stock
Underlying amount: 5,848
Exercise price
Footnotes: F1, F12

SHAZ holding Derivative

Restricted Stock Units

No transaction description listed

Transaction value
Shares
Change %
Price
Shares after
Date: 17 Feb 2026
Ownership: Direct
Underlying class: Class A Ordinary Common Stock
Underlying amount: 7,981
Exercise price
Footnotes: F1, F13

SHAZ holding Derivative

Restricted Stock Units

No transaction description listed

Transaction value
Shares
Change %
Price
Shares after
Date: 17 Feb 2026
Ownership: Direct
Underlying class: Class A Ordinary Common Stock
Underlying amount: 11,173
Exercise price
Footnotes: F1, F14

SHAZ holding Derivative

Restricted Stock Units

No transaction description listed

Transaction value
Shares
Change %
Price
Shares after
Date: 17 Feb 2026
Ownership: Direct
Underlying class: Class A Ordinary Common Stock
Underlying amount: 6,385
Exercise price
Footnotes: F1, F15

SHAZ holding Derivative

Restricted Stock Units

No transaction description listed

Transaction value
Shares
Change %
Price
Shares after
Date: 17 Feb 2026
Ownership: Direct
Underlying class: Class A Ordinary Common Stock
Underlying amount: 3,192
Exercise price
Footnotes: F1, F16

SHAZ holding Derivative

Restricted Stock Units

No transaction description listed

Transaction value
Shares
Change %
Price
Shares after
Date: 17 Feb 2026
Ownership: Direct
Underlying class: Class A Ordinary Common Stock
Underlying amount: 3,192
Exercise price
Footnotes: F1, F17

SHAZ holding Derivative

Convertible Note

No transaction description listed

Transaction value
Shares
Change %
Price
Shares after
Date: 17 Feb 2026
Ownership: By Strat Capital Pty Ltd ATF Alpha Juliett Trust
Underlying class: Class A Ordinary Common Stock
Underlying amount: 166,250
Exercise price
Footnotes: F18

SHAZ holding Derivative

Convertible Note

No transaction description listed

Transaction value
Shares
Change %
Price
Shares after
Date: 17 Feb 2026
Ownership: By family
Underlying class: Class A Ordinary Common Stock
Underlying amount: 6,650
Exercise price
Footnotes: F18

^* marks a reported price that did not pass the local price check.

Additional SEC filing notes

Filing notes and footnotes

Explanation of responses 18 footnotes

Footnote F1

Each restricted stock unit represents a contingent right to receive one share of SHAZ Class A Ordinary Common Stock.

Footnote F2

The restricted stock units are fully vested. The restricted stock units have no expiration date.

Footnote F3

The restricted stock units will vest upon certain exchange or sale transactions. The restricted stock units have no expiration date.

Footnote F4

The restricted stock units will vest upon the Company achieving a valuation in excess of $100 million. The restricted stock units have no expiration date.

Footnote F5

The restricted stock units will vest upon the Company achieving certain milestones with regard to the number of GPUs in service. The restricted stock units have no expiration date.

Footnote F6

The restricted stock units will vest upon the Company achieving certain revenue milestones. The restricted stock units have no expiration date.

Footnote F7

The restricted stock units will vest upon the Company achieving certain corporate governance milestones. The restricted stock units have no expiration date.

Footnote F8

The restricted stock units have no expiration date.

Footnote F9

The restricted stock units are fully vested. The restricted stock units have no expiration date.

Footnote F10

The restricted stock units are fully vested. The restricted stock units have no expiration date.

Footnote F11

The restricted stock units are fully vested. The restricted stock units have no expiration date.

Footnote F12

The restricted stock units will vest upon successful termination of certain agreements without penalty before December 2026. The restricted stock units have no expiration date.

Footnote F13

The restricted stock units have no expiration date.

Footnote F14

The restricted stock units will vest on December 31, 2026 upon achieving total shareholder return based on share price of 25% in 2026.

Footnote F15

The restricted stock units will vest on December 31, 2026 upon achieving timely deployment of 90% of budgeted capital expenditures.

Footnote F16

The restricted stock units will vest on December 31, 2026 upon achieving target expenditure levels. The restricted stock units have no expiration date.

Footnote F17

The restricted stock units will vest on December 31, 2026 upon achievement of certain revenue milestones in 2026 . The restricted stock units have no expiration date.

Footnote F18

The Convertible Note is convertible at the option of the holder into the Company's Chess Depositary Interests upon successful listing on the Australian Stock Exchange, or into shares of the Company's Class A Ordinary Common Stock upon the Company being listed for trading on the Nasdaq Stock Market and no subsequent listing on the Australian Stock Exchange prior to certain deadlines.

SEC remarks

Exhibit 24 - Power of Attorney

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