Corporate Actions & Cap Table

This page explains, in plain language, the changes to the stock and share structure of Zoomcar Holdings, Inc.: the reverse stock splits, the warrant exchange, the move from Nasdaq to the OTCQB, and the current share count. Every item links to the SEC filing it comes from. If this page and a filing ever differ, the filing controls.

Zoomcar Holdings, Inc. (OTCQB: ZCAR) is a Delaware corporation, formerly known as Innovative International Acquisition Corp. (IOAC), a special purpose acquisition company. It became Zoomcar Holdings, Inc. when it completed its business combination with Zoomcar, Inc. Zoomcar’s peer-to-peer car-sharing marketplace operates in India through subsidiaries, including Zoomcar India Private Limited. Zoomcar Holdings, Inc. is the U.S. parent company whose shares trade under ZCAR.

Last updated: October 23, 2026. Information is as of the filing dates cited.

At a glance

Topic Where it stands Filing
Ticker and market Common stock quoted as ZCAR on the OTCQB since November 4, 2025 Form 10-Q (quarter ended June 30, 2026)
Most recent completed reverse split 1-for-20, effective March 21, 2025 Form 8-K, March 2025
Reverse split authority On August 11, 2026 stockholders approved a reverse split at a ratio between 1-for-2 and 1-for-800, to be set by the Board. No ratio or effective date has been announced in the filings referenced on this page. Form 8-K, August 2026
Warrant exchange Completed. About 6.03 million warrants accepted for 317,683,180 shares of common stock Form 8-K and press release, 2026
Common shares outstanding 8,770,836 as of August 13, 2026 Form 10-Q (quarter ended June 30, 2026)
Authorized common shares 1,990,000,000 (increased from 250,000,000 on August 13, 2026) Form 8-K, August 2026

A. The reverse stock splits

What a reverse split is. A reverse stock split combines a set number of existing shares into one share. The number of shares you hold goes down and the price per share goes up by the same factor, so the total value of your holding is unchanged by the split itself, and your percentage ownership stays the same apart from rounding of fractions.

The 1-for-20 reverse split (March 2025).

    • Stockholders approved a reverse split at a ratio between 1-for-2 and 1-for-20 at a special meeting on February 18, 2025.
    • The Board set the ratio at 1-for-20 on March 9, 2025.
    • The split took effect at 4:30 p.m. Eastern Time on March 21, 2025. Split-adjusted trading began when the market opened on March 24, 2025.
    • Every 20 shares of common stock became one share. Fractions were rounded up to the next whole share.
    • Issued and outstanding shares fell from approximately 14,208,606 to approximately 710,431.
    • Exercise prices and share numbers for outstanding options and warrants were adjusted in proportion.
    • The new CUSIP number was 45784G309. Holders of shares in book-entry form did not need to take any action. Equiniti Trust Company, LLC acted as exchange agent.
    • Reason given by the company: to increase the per-share trading price, make the stock more attractive to institutional and other investors, and meet Nasdaq’s minimum bid price requirement.

Reverse split history

Effective date Ratio Notes Filing
October 21, 2024 1-for-100 Split-adjusted trading began October 22, 2024. New CUSIP 45784G200. Form 8-K, October 2024
March 21, 2025 1-for-20 Split-adjusted trading began March 24, 2025. New CUSIP 45784G309. Form 8-K, March 2025
Authorized August 11, 2026 1-for-2 to 1-for-800, ratio and timing at the Board’s discretion Not effected in the filings referenced here. If the Board acts, Zoomcar will announce the ratio and effective date by Form 8-K and press release. Form 8-K, August 2026

All share numbers on this page are stated before any future reverse split.

B. The warrant exchange

What a warrant exchange is. A warrant gives its holder the right to buy shares at a set price. In an exchange offer, the company invites warrant holders to hand in their warrants and receive shares of common stock directly instead. Zoomcar said the offer was intended to simplify its capital structure by reducing the number of outstanding warrant instruments and consolidating its equity capitalization.

How it worked

    • Zoomcar launched a voluntary offer to exchange certain outstanding warrants for shares of common stock in early 2026 and extended the offer period more than once while it waited for stockholder approval of an increase in authorized shares.
    • Exchange ratios (shares of common stock for each warrant tendered and accepted):
Warrant class Shares per warrant
Common Warrants and 2026 Warrants 20,000
Series A Warrants 10
Series B Warrants 10
Pre-Funded Warrants 10
Bridge Placement Agent Warrants 10
Placement Agent Warrants 10
Series A Placement Agent Warrants 10
    • Participating holders signed lock-up agreements that restrict transfer of the shares they receive. The shares are restricted securities and were not registered under the Securities Act of 1933.
    • Warrants that were not tendered remain outstanding.

Result. Zoomcar accepted all warrants tendered, approximately 6.03 million in total, and will issue 317,683,180 shares of common stock in exchange. Of that total, 257,520,000 shares relate to 12,876 Common Warrants and 2026 Common Warrants. As of the date of the completion press release, no shares had yet been issued under the offer.

Approvals. At the annual meeting on August 11, 2026, stockholders approved (1) an increase in authorized common shares from 250,000,000 to 1,990,000,000, which became effective on August 13, 2026, and (2) issuance of up to 509,192,089 shares of common stock in connection with the exchange offer.

Other 2026 capital-markets activity. Zoomcar has also raised capital through a private placement of Series A units (each unit is one share of Series A convertible preferred stock, initially convertible at $0.05 per share of common stock, plus one warrant), and through bridge notes. See Section D and the Form 10-Q for amounts.

C. From Nasdaq to the OTCQB

What this means. Nasdaq is a national securities exchange. The OTCQB is a quotation tier run by OTC Markets Group. It is not a stock exchange. Zoomcar remains an SEC-reporting company and continues to file its 10-K, 10-Q and 8-K reports.

Steps

    1. December 29, 2023: after the business combination closed, the common stock and public warrants began trading on Nasdaq as ZCAR and ZCARW.
    2. November 6, 2024: Zoomcar received written notice from Nasdaq that its securities were subject to delisting.
    3. May 6, 2025: the Nasdaq Hearings Panel determined to delist the common stock and public warrants.
    4. May 8, 2025: trading was suspended on Nasdaq, and the common stock and public warrants began trading on the OTC Markets platform under ZCAR and ZCARW, with the common stock moving to the OTCQX Best Market.
    5. November 4, 2025: after receiving an OTCQX notice about its market-capitalization requirement, Zoomcar elected to move its common stock to the OTCQB. The transition does not change its SEC reporting obligations.

What investors should know. Trading on the OTC markets can be thinner and more volatile than on an exchange, and the company’s filings note that its stock may be considered a “penny stock” subject to additional broker-dealer rules. Zoomcar has said it is working toward listing on a national securities exchange, but there is no assurance it will meet the requirements or complete an uplisting. See Risk Factors in the Form 10-Q and Form 10-K.

D. Current share count and capital structure

Item Amount As of Filing
Common shares outstanding 8,770,836 August 13, 2026 Form 10-Q cover page
Common shares outstanding 8,488,485 June 30, 2026 Form 10-Q balance sheet
Common shares outstanding 7,433,991 March 31, 2026 Form 10-Q balance sheet
Authorized common shares 1,990,000,000 August 13, 2026 Form 8-K, August 2026
Authorized preferred shares 10,000,000 June 30, 2026 Form 10-Q
Series A convertible preferred shares reported 2,323 August 13, 2026 Form 10-Q cover page
Shares to be issued in the warrant exchange 317,683,180 Completion announcement Form 8-K and press release
Shares pending issuance 166,538 June 30, 2026 Form 10-Q balance sheet

How to read this table

    • The share count will change as the 317,683,180 exchange shares are issued, as Series A preferred stock converts, and as warrants are exercised. A future reverse split would reduce the number of shares outstanding.
    • Each Series A unit sold in the private placement includes one warrant. Later closings in August and September 2026 are reported in separate Form 8-Ks.
    • Market capitalization is not published on this page because it changes with the share price and the share count. For a current quote, see the ZCAR page on OTC Markets.

Frequently asked questions

Where does Zoomcar stock trade, and under what ticker? Zoomcar Holdings, Inc. common stock is quoted on the OTCQB under the ticker ZCAR. It moved to the OTCQB on November 4, 2025, after trading on the OTC Markets platform since May 8, 2025 and on Nasdaq before that.

When did Zoomcar go public, and was it through a SPAC? Yes. Zoomcar became public through a business combination with Innovative International Acquisition Corp. (IOAC), a special purpose acquisition company. The common stock and public warrants began trading on Nasdaq as ZCAR and ZCARW on December 29, 2023.

What is Zoomcar’s reverse stock split history? Zoomcar completed a 1-for-100 reverse split effective October 21, 2024 and a 1-for-20 reverse split effective March 21, 2025. In August 2026 stockholders authorized another reverse split at a ratio between 1-for-2 and 1-for-800, to be set by the Board. See Section A for dates and filings.

What is Zoomcar’s current share count? The most recent figure in an SEC filing is 8,770,836 shares of common stock outstanding as of August 13, 2026, reported on the cover of the Form 10-Q for the quarter ended June 30, 2026. See Section D for context and for shares still to be issued.

What was the warrant exchange? Zoomcar offered holders of certain warrants the chance to exchange them for common stock. About 6.03 million warrants were accepted for 317,683,180 shares. See Section B.

Why did Zoomcar leave Nasdaq? The Nasdaq Hearings Panel determined on May 6, 2025 to delist the common stock and public warrants after the company did not meet continued listing standards within the required time. Trading moved to the OTC Markets platform on May 8, 2025.

What is the difference between Zoomcar Holdings, Inc. and Zoomcar India Private Limited? Zoomcar Holdings, Inc. is the Delaware parent company that files with the SEC and whose shares are quoted as ZCAR. Zoomcar India Private Limited is an operating subsidiary in India, owned through Zoomcar, Inc.

Where can I find Zoomcar’s SEC filings, including the 10-K, 10-Q and 8-K? All filings are on the SEC’s EDGAR system under Zoomcar Holdings, Inc. (CIK 1854275) and are linked from the SEC Filings page of this site.

Who are the largest holders of Zoomcar stock? Beneficial ownership is disclosed in the company’s proxy statement (Schedule 14A). The 2026 proxy statement is linked in the Sources below.

Where does Zoomcar disclose its risks, including going-concern risk and its need for capital? In the Risk Factors sections of the Form 10-K and Form 10-Q, and in Note 1 of the Form 10-Q financial statements, which describes the company’s going-concern disclosure and financing plans.

Sources

All filings are by Zoomcar Holdings, Inc. (SEC CIK 1854275).

    • 1-for-20 reverse split, Form 8-K and press release (March 2025): https://www.sec.gov/Archives/edgar/data/1854275/000121390025025152/ea0234963-8k_zoomcar.htm and https://www.sec.gov/Archives/edgar/data/1854275/000121390025025152/ea023496301ex99-1_zoomcar.htm
    • 1-for-100 reverse split, Form 8-K and press release (October 2024): https://www.sec.gov/Archives/edgar/data/1854275/000121390024088548/ea0217760-8k_zoomcar.htm and https://www.sec.gov/Archives/edgar/data/1854275/000121390024088548/ea021776001ex99-1_zoomcar.htm
    • Nasdaq delisting determination and start of OTC trading, Form 8-K (May 2025): https://www.sec.gov/Archives/edgar/data/1854275/000121390025040800/ea0241234-8k_zoomcar.htm
    • Move to the OTCQB (November 4, 2025), Form 10-Q for the quarter ended June 30, 2026, which also reports the August 13, 2026 share count: https://www.sec.gov/Archives/edgar/data/0001854275/000121390026089946/ea0300908-10q_zoomcar.htm
    • Warrant exchange launch, Form 8-K and press release (2026): https://www.sec.gov/Archives/edgar/data/1854275/000121390026007349/ea0273974-8k_zoomcar.htm and https://www.sec.gov/Archives/edgar/data/1854275/000121390026021081/ea027849601ex99-1.htm
    • Warrant exchange completion, press release (2026): https://www.sec.gov/Archives/edgar/data/0001854275/000121390026095700/ea030401801ex99-1.htm
    • 2026 annual meeting results (authorized share increase, exchange share issuance, reverse split authority), Form 8-K and press release (August 2026): https://www.sec.gov/Archives/edgar/data/0001854275/000121390026089345/ea0302057-8k_zoomcar.htm and https://www.sec.gov/Archives/edgar/data/0001854275/000121390026089345/ea030205701ex99-1.htm
    • 2026 proxy statement (Schedule 14A): https://www.sec.gov/Archives/edgar/data/1854275/000121390026072668/ea0296034-def14a_zoomcar.htm
    • Business combination and start of Nasdaq trading (December 29, 2023), Form 8-K: https://www.sec.gov/Archives/edgar/data/1854275/000121390024001242/ea191008-8k_zoomcar.htm
    • Series A unit private placement closings, Forms 8-K (August to September 2026): https://www.sec.gov/Archives/edgar/data/0001854275/000121390026097804/ea0304744-8k_zoomcar.htm and https://www.sec.gov/Archives/edgar/data/0001854275/000121390026101398/ea0305994-8k_zoomcar.htm

Forward-looking statements. This page contains statements about the company’s plans, including its intentions regarding a reverse stock split, issuance of shares, and a possible listing on a national securities exchange. These statements are subject to risks and uncertainties described in Zoomcar’s SEC filings, and actual results may differ materially. Zoomcar undertakes no obligation to update them except as required by law.

Not an offer or investment advice. This page is for information only. It is not an offer to sell or a solicitation of an offer to buy any security, and it is not investment advice. Securities described here that were issued in private transactions have not been registered under the Securities Act of 1933 and may not be offered or sold in the United States absent registration or an applicable exemption.