James Edward Manning - 17 Feb 2026 Form 3 Insider Report for SharonAI Holdings Inc. (SHAZ)

Source evidence Original filing metadata and source links for verification. 5 source fields
SEC form
3
Accepted by SEC
19 Feb 2026, 09:41:35 UTC
Prior SEC filing
22 Jun 2022
Next SEC filing
26 Feb 2026
Source filing
View source filing
Reporting owner 1 detail
Reporting owner signature
/s/ Timothy Broadfoot, by power of attorney from James Manning

Key filing fact

James Edward Manning filed Form 3 for SharonAI Holdings Inc. (SHAZ) on 19 Feb 2026.

Key facts

  • This page summarizes James Edward Manning's Form 3 filing for SharonAI Holdings Inc. (SHAZ).
  • 0 reported transactions and 12 derivative rows are listed below.
  • Accepted by SEC: 19 Feb 2026, 09:41.

Change

  • Previous filing in this sequence was filed on 22 Jun 2022.
  • 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 0001850349 Primary reporting owner

Manning James Edward

Relationship
Chief Executive Officer, Director
Address
C/O SHARONAI HOLDINGS, INC., 745 FIFTH AVENUE, SUITE 500, NEW YORK
Signature
/s/ Timothy Broadfoot, by power of attorney from James Manning
Signature date
19 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
2,536
Date
17 Feb 2026
Ownership
By Defender Capital Pty Ltd
SHAZ holding

Class A Ordinary Common Stock

No transaction description listed

Transaction value
Shares
Change %
Price
Shares after
333,213
Date
17 Feb 2026
Ownership
By MCH Equities Pty Ltd ATF MCH Equities Fund
SHAZ holding

Class A Ordinary Common Stock

No transaction description listed

Transaction value
Shares
Change %
Price
Shares after
984,959
Date
17 Feb 2026
Ownership
By Manning Capital Holdings Pty Ltd ATF The Manning Capital Holdings Unit 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 MG 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
By Manning Group Pty Ltd ATF MG Office Trust
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
By Manning Group Pty Ltd ATF MG Office Trust
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
By Manning Group Pty Ltd ATF MG Office Trust
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
By Manning Group Pty Ltd ATF MG Office Trust
Underlying class
Class A Ordinary Common Stock
Underlying amount
48,855
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
By Manning Group Pty Ltd ATF MG Office Trust
Underlying class
Class A Ordinary Common Stock
Underlying amount
58,476
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
11,971
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
By Manning Group Pty Ltd ATF MG Office Trust
Underlying class
Class A Ordinary Common Stock
Underlying amount
7,981
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
By Manning Group Pty Ltd ATF MG Office Trust
Underlying class
Class A Ordinary Common Stock
Underlying amount
11,173
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
By Manning Group Pty Ltd ATF MG Office Trust
Underlying class
Class A Ordinary Common Stock
Underlying amount
6,385
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
By Manning Group Pty Ltd ATF MG Office Trust
Underlying class
Class A Ordinary Common Stock
Underlying amount
3,192
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
By Manning Group Pty Ltd ATF MG Office Trust
Underlying class
Class A Ordinary Common Stock
Underlying amount
3,192
Exercise price
Footnotes
F1, F12
SHAZ holding Derivative

Convertible Note

No transaction description listed

Transaction value
Shares
Change %
Price
Shares after
Date
17 Feb 2026
Ownership
By Manning Capital Holdings Pty Ltd ATF The Manning Capital Holdings Unit Trust
Underlying class
Class A Ordinary Common Stock
Underlying amount
465,500
Exercise price
Footnotes
F13
* marks a reported price that did not pass the local price check.

Additional SEC filing notes

Filing notes and footnotes

Explanation of responses 13 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 are fully vested. The restricted stock units have no expiration date.

Footnote F6

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

Footnote F7

The restricted stock units have no expiration date.

Footnote F8

The restricted stock units have no expiration date.

Footnote F9

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

Footnote F10

The restricted stock units will vest on December 31, 2026 subject to achieving a certain percentage of personal and company milestones, excluding time based events.

Footnote F11

The restricted stock units will vest upon the Company successfully listing its securities on the Nasdaq Stock Market and the Australian Stock Exchange. The restricted stock units have no expiration date.

Footnote F12

The restricted stock units will vest on December 31, 2026 if the Company achieves certain market share milestones in Australia as of December 2026 based on revenue or equipment deployed.

Footnote F13

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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