Form D · Other Technology
Classover Holdings, Inc.
New York, NY · CIK 0002022308
Offering snapshot reported Jun 12, 2025 · SEC filing
- Reported sold
- Yet to sell Offering amount: $500M
- Investors reported
- 1 Form D · investor count
- Minimum accepted
- $0 Reported outside-investor minimum
- First sale
- Yet to occur As reported in this filing
What changed?
Latest filing versus its linked predecessor, where available.
No comparable changes in the displayed metrics.
Filing history
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| Filed | Filing type | Reported sold | Change vs linked filing | Investors | Source |
|---|---|---|---|---|---|
| Jun 12, 2025 | Initial | Yet to sell | No comparison | 1 | SEC filing |
| Apr 14, 2025 | Initial | $3,230,000 | No comparison | 1 | SEC filing |
Offering details
- Securities
- Debt, Security to be acquired
- Exemptions
- 06b
- Duration over one year
- Yes
- Business combination
- No
- Sales commissions
- $107K (estimated)
- Finders' fees
- $0
- Form D file number
- 021-548738
$339,000,000 at the option of investor and $150,000,000 subject to mutual agreement.
Chardan Capital Markets LLC is acting as the sole placement agent in connection with the sale of the Notes and will be paid a cash fee equal to 1% of the net proceeds received by the Company from the sale of the Notes sold in the offering.
Sales compensation recipients
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| Recipient | CRD | Associated broker-dealer |
|---|---|---|
| Chardan Capital Markets LLC | 120128 |
Source: Form D, filed Jun 12, 2025. Minimum accepted may differ from a standard advertised minimum.
Fund connections
No confirmed ADV fund connection is available for this issuer.
People & organizations
Current and past Form D appearances. These existing records do not establish a person's current role or uniquely identify them across issuers.
| Name | Reported role |
|---|---|
| Amanda Chang | Director |
| Mona Liang | Director |
| Hui (Stephanie) Luo | Director, Executive |
| Yanling (Flora) Peng | Executive |
| Tracy Xia | Director |
| Yan Zhang | Director |
Issuer details
Industry: Other Technology (See others in industry)
Address:
450 7th Avenue Suite 905
New York, NY, 10123
New York, NY, 10123