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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FiledFiling typeReported soldChange vs linked filingInvestorsSource
Jun 12, 2025InitialYet to sellNo comparison1SEC filing
Apr 14, 2025Initial$3,230,000No comparison1SEC 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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RecipientCRDAssociated broker-dealer
Chardan Capital Markets LLC120128

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.

People and organizations reported in Form D filings
NameReported 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