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ZW Data Action Technologies Inc.

For the period ended Dec 31, 2025. Filed Mar 31, 2026.

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FY2025 · Filed Mar 31, 2026

CNET$0.95+2.9%Stored close · as of Nov 10, 2026

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Contents

ITEM 15. EXHIBITS AND FINANCIAL STATEMENT SCHEDULES

ITEM 15EXHIBITS AND FINANCIAL STATEMENT SCHEDULES
(a)The following are filed with this report:
(1)The financial statements listed on the Financial Statement’s Table of Contents
(2)Not applicable
(3)The exhibits referred to below, which include the following managerial contracts or compensatory plans or arrangements:
2.1Share Exchange Agreement, dated as of June 26, 2009, by and among Emazing Interactive, Inc., G. Edward Hancock, China Net Online Media Group Limited, and the shareholders of China Net Online Media Group Limited. (Incorporated by reference herein to the Exhibit 2.1 to the Company’s Current Report on Form 8-K filed on July 2, 2009)
2.2Agreement and Plan of Merger (Incorporated by reference herein to the Exhibit 2.1 to the Company’s Current Report on Form 8-K filed with the Securities and Exchange Commission on July 24, 2009)
3.1Articles of Incorporation of Emazing Interactive, Inc., as amended (Incorporated by reference herein to the Exhibit 3.1 to the Company’s Current Report on Form 8-K filed on July 2, 2009)
3.2Certificate of Amendment to Articles of Incorporation (Incorporated by reference herein to the Exhibit 3.1 to the Company’s Current Report on Form 8-K filed with the Securities and Exchange Commission on August 18, 2016)
3.3Articles of Merger (Incorporated by reference herein to the Exhibit 3.1 to the Company’s Current Report on Form 8-K filed with the Securities and Exchange Commission on July 24, 2009)
3.4By-laws. (Incorporated by reference herein to the Exhibit 2.4 to the Company’s Registration Statement on Form SB-1 filed with the Securities and Exchange Commission on October 20, 2006)
3.5Certificate of Amendment to Articles of Incorporation (Incorporated by reference herein to Exhibit 3.1 of the Company’s Current Report on Form 8-K filed with the Securities and Exchange Commission on October 14, 2020)
3.6Certificate of Amendment to Articles of Incorporation (Incorporated by reference herein to Exhibit 3.1 of the Company’s Current Report on Form 8-K filed with the Securities and Exchange Commission on July 9, 2021)
3.7Certificate of Amendment to Articles of Incorporation (Incorporated by reference herein to Exhibit 3.1 of the Company’s Current Report on Form 8-K filed with the Securities and Exchange Commission on January 20, 2023)
3.8Certificate of Amendment to Articles of Incorporation (Incorporated by reference herein to Exhibit 3.1 of the Company’s Current Report on Form 8-K filed with the Securities and Exchange Commission on September 30, 2024)
4.1*2011 Omnibus Securities and Incentive Plan (Incorporated by reference herein to Annex A to the Company’s Schedule 14A filed with the Securities and Exchange Commission on May 2, 2011)
4.2*ChinaNet Online Holdings, Inc. 2015 Equity Incentive Plan. (Incorporated by reference herein to Annex A to the Company’s Proxy Statement on Schedule 14A filed with the Securities and Exchange Commission on April 30, 2015)
4.3Form of Common Stock Purchase Warrant (Incorporated by reference herein to the Exhibit 4.1 of the Company’s Current Report on Form 8-K filed with the Securities and Exchange Commission on January 12, 2018)
4.4Description of Securities +
4.5*ChinaNet Online Holdings, Inc. 2020 Omnibus Equity Incentive Plan. (Incorporated by reference herein to the Appendix A of the Company’s Definitive Proxy Statement on Schedule 14A filed with the Securities and Exchange Commission on September 2, 2020)
4.6Form of Common Stock Purchase Warrant (Incorporated by reference herein to the Exhibit 4.1 of the Company’s Current Report on Form 8-K filed with the Securities and Exchange Commission on December 11, 2020)
4.7Form of Common Stock Purchase Warrant (Incorporated by reference herein to the Exhibit 4.1 of the Company’s Current Report on Form 8-K filed with the Securities and Exchange Commission on February 17, 2021)
4.8*ZW Data Action Technologies Inc. 2024 Equity Incentive Plan (Incorporated by reference herein to the Appendix A of the Company’s Definitive Proxy Statement on Schedule 14A filed with the Securities and Exchange Commission on October 22, 2024)
4.9*ZW Data Action Technologies Inc. 2025 Equity Incentive Plan (Incorporated by reference herein to the Appendix A of the Company’s Definitive Proxy Statement on Schedule 14A filed with the Securities and Exchange Commission on October 10, 2025)
10.1Exclusive Business Cooperation Agreement, dated October 8, 2008, by and between Rise King Century Technology Development (Beijing) Co., Ltd. and Beijing CNET Online Advertising Co., Ltd. (Incorporated by reference herein to the Exhibit 10.1 to the Company’s Current Report on Form 8-K filed on July 2, 2009)
10.2Exclusive Option Agreement, dated as of October 8, 2008, by and among Rise King Century Technology Development (Beijing) Co., Ltd., Beijing CNET Online Advertising Co., Ltd. and Handong Cheng with respect to Mr. Cheng’s equity interest in Beijing CNET Online Advertising Co., Ltd. (Incorporated by reference herein to the Exhibit 10.2 to the Company’s Current Report on Form 8-K filed on July 2, 2009)
10.3Exclusive Option Agreement, dated as of October 8, 2008, by and among Rise King Century Technology Development (Beijing) Co., Ltd., Beijing CNET Online Advertising Co., Ltd. and Xuanfu Liu with respect to Mr. Liu’s equity interest in Beijing CNET Online Advertising Co., Ltd. (Incorporated by reference herein to the Exhibit 10.3 to the Company’s Current Report on Form 8-K filed on July 2, 2009)
10.4Exclusive Option Agreement, dated as of October 8, 2008, by and among Rise King Century Technology Development (Beijing) Co., Ltd., Beijing CNET Online Advertising Co., Ltd. and Li Sun with respect to Ms. Sun’s equity interest in Beijing CNET Online Advertising Co., Ltd.(Incorporated by reference herein to the Exhibit 10.4 to the Company’s Current Report on Form 8-K filed on July 2, 2009)
10.5Equity Interest Pledge Agreement, dated as of October 8, 2008, by and among Rise King Century Technology Development (Beijing) Co., Ltd., Beijing CNET Online Advertising Co., Ltd. and Handong Cheng with respect to Mr. Cheng’s equity interest in Beijing CNET Online Advertising Co., Ltd. (Incorporated by reference herein to the Exhibit 10.5 to the Company’s Current Report on Form 8-K filed on July 2, 2009)
10.6Equity Interest Pledge Agreement, dated as of October 8, 2008, by and among Rise King Century Technology Development (Beijing) Co., Ltd., Beijing CNET Online Advertising Co., Ltd. and Xuanfu Liu with respect to Mr. Liu’s equity interest in Beijing CNET Online Advertising Co., Ltd. (Incorporated by reference herein to the Exhibit 10.6 to the Company’s Current Report on Form 8-K filed on July 2, 2009)
10.7Equity Interest Pledge Agreement, dated as of October 8, 2008, by and among Rise King Century Technology Development (Beijing) Co., Ltd., Beijing CNET Online Advertising Co., Ltd. and Li Sun with respect to Ms. Sun’s equity interest in Beijing CNET Online Advertising Co., Ltd. (Incorporated by reference herein to the Exhibit 10.7 to the Company’s Current Report on Form 8-K filed on July 2, 2009)
10.8Power of Attorney of Handong Cheng, dated as of October 8, 2008, appointing Rise King Century Technology Development (Beijing) Co., Ltd. as his agent and attorney in connection with his equity interest in Beijing CNET Online Advertising Co., Ltd. (Incorporated by reference herein to the Exhibit 10.8 to the Company’s Current Report on Form 8-K filed on July 2, 2009)
10.9Power of Attorney of Xuanfu Liu, dated as of October 8, 2008, appointing Rise King Century Technology Development (Beijing) Co., Ltd. as his agent and attorney in connection with his equity interest in Beijing CNET Online Advertising Co., Ltd. (Incorporated by reference herein to the Exhibit 10.9 to the Company’s Current Report on Form 8-K filed on July 2, 2009)
10.10Power of Attorney of Li Sun, dated as of October 8, 2008, appointing Rise King Century Technology Development (Beijing) Co., Ltd. as her agent and attorney in connection with her equity interest in Beijing CNET Online Advertising Co., Ltd. (Incorporated by reference herein to the Exhibit 10.10 to the Company’s Current Report on Form 8-K filed on July 2, 2009)
10.11Exclusive Business Cooperation Agreement, dated October 8, 2008, by and between Rise King Century Technology Development (Beijing) Co., Ltd. and Business Opportunity Online (Beijing) Network Technology Co., Ltd. (Incorporated by reference herein to the Exhibit 10.11 to the Company’s Current Report on Form 8-K filed on July 2, 2009)
10.12Exclusive Option Agreement, dated as of October 8, 2008, by and among Rise King Century Technology Development (Beijing) Co., Ltd., Business Opportunity Online (Beijing) Network Technology Co., Ltd. and Handong Cheng with respect to Mr. Cheng’s equity interest in Business Opportunity Online (Beijing) Network Technology Co., Ltd. (Incorporated by reference herein to the Exhibit 10.12 to the Company’s Current Report on Form 8-K filed on July 2, 2009)
10.13Exclusive Option Agreement, dated as of October 8, 2008, by and among Rise King Century Technology Development (Beijing) Co., Ltd., Business Opportunity Online (Beijing) Network Technology Co., Ltd. and Xuanfu Liu with respect to Mr. Liu’s equity interest in Business Opportunity Online (Beijing) Network Technology Co., Ltd. (Incorporated by reference herein to the Exhibit 10.13 to the Company’s Current Report on Form 8-K filed on July 2, 2009)
10.14Exclusive Option Agreement, dated as of October 8, 2008, by and among Rise King Century Technology Development (Beijing) Co., Ltd., Business Opportunity Online (Beijing) Network Technology Co., Ltd. and Li Sun with respect to Ms. Sun’s equity interest in Business Opportunity Online (Beijing) Network Technology Co., Ltd. (Incorporated by reference herein to the Exhibit 10.14 to the Company’s Current Report on Form 8-K filed on July 2, 2009)
10.15Equity Interest Pledge Agreement, dated as of October 8, 2008, by and among Rise King Century Technology Development (Beijing) Co., Ltd., Business Opportunity Online (Beijing) Network Technology Co., Ltd. and Handong Cheng with respect to Mr. Cheng’s equity interest in Business Opportunity Online (Beijing) Network Technology Co., Ltd. (Incorporated by reference herein to the Exhibit 10.15 to the Company’s Current Report on Form 8-K filed on July 2, 2009)
10.16Equity Interest Pledge Agreement, dated as of October 8, 2008, by and among Rise King Century Technology Development (Beijing) Co., Ltd., Business Opportunity Online (Beijing) Network Technology Co., Ltd. and Xuanfu Liu with respect to Mr. Liu’s equity interest in Business Opportunity Online (Beijing) Network Technology Co., Ltd. (Incorporated by reference herein to the Exhibit 10.16 to the Company’s Current Report on Form 8-K filed on July 2, 2009)
10.17Equity Interest Pledge Agreement, dated as of October 8, 2008, by and among Rise King Century Technology Development (Beijing) Co., Ltd., Business Opportunity Online (Beijing) Network Technology Co., Ltd. and Li Sun with respect to Ms. Sun’s equity interest in Business Opportunity Online (Beijing) Network Technology Co., Ltd. (Incorporated by reference herein to the Exhibit 10.17 to the Company’s Current Report on Form 8-K filed on July 2, 20091)
10.18Power of Attorney of Handong Cheng, dated as of October 8, 2008, appointing Rise King Century Technology Development (Beijing) Co., Ltd. as his agent and attorney in connection with his equity interest in Business Opportunity Online (Beijing) Network Technology Co., Ltd. (Incorporated by reference herein to the Exhibit 10.18 to the Company’s Current Report on Form 8-K filed on July 2, 2009)
10.19Power of Attorney of Xuanfu Liu, dated as of October 8, 2008, appointing Rise King Century Technology Development (Beijing) Co., Ltd. as his agent and attorney in connection with his equity interest in Business Opportunity Online (Beijing) Network Technology Co., Ltd. (Incorporated by reference herein to the Exhibit 10.19 to the Company’s Current Report on Form 8-K filed on July 2, 2009)
10.20Power of Attorney of Li Sun, dated as of October 8, 2008, appointing Rise King Century Technology Development (Beijing) Co., Ltd. as her agent and attorney in connection with her equity interest in Business Opportunity Online (Beijing) Network Technology Co., Ltd. (Incorporated by reference herein to the Exhibit 10.20 to the Company’s Current Report on Form 8-K filed on July 2, 2009)
10.21Securities Purchase Agreement, dated as of August 21, 2009. (Incorporated by reference herein to the Exhibit 10.1 of the Company’s Current Report on Form 8-K filed with the Securities and Exchange Commission on August 27, 2009)
10.22Securities Escrow Agreement, dated as of August 21, 2009. (Incorporated by reference herein to the Exhibit 10.2 of the Company’s Current Report on Form 8-K filed with the Securities and Exchange Commission on August 27, 2009)
10.23*Independent Director Agreement effective as of November 30, 2009 by and between the Company and Douglas MacLellan. (Incorporated by reference herein to the Exhibit 99.1 of the Company’s Current Report on Form 8-K filed with the Securities and Exchange Commission on December 2, 2009)
10.24*Independent Director Agreement effective as of November 30, 2009 by and between the Company and Mototaka Watanabe. (Incorporated by reference herein to the Exhibit 99.2 of the Company’s Current Report on Form 8-K filed with the Securities and Exchange Commission on December 2, 2009)
10.25*Independent Director Agreement effective as of November 30, 2009 by and between the Company and Zhiqing Chen. (Incorporated by reference herein to the Exhibit 99.2 of the Company’s Current Report on Form 8-K filed with the Securities and Exchange Commission on December 2, 2009)
10.26Letter Agreement, dated January 8, 2018, between ChinaNet Online Holdings, Inc. and FT Global Capital, Inc. (Incorporated by reference herein to the Exhibit 10.1 of the Company’s Current Report on Form 8-K filed with the Securities and Exchange Commission on January 12, 2018)
10.27Form of Securities Purchase Agreement dated January 12, 2018, among ChinaNet Online Holdings, Inc. and certain institutional investors. (Incorporated by reference herein to the Exhibit 10.2 of the Company’s Current Report on Form 8-K filed with the Securities and Exchange Commission on January 12, 2018)
10.28Securities Purchase Agreement, dated August 7, 2019. (Incorporated by reference herein to the Exhibit 10.1 of the Company’s Current Report on Form 8-K filed with the Securities and Exchange Commission on August 9, 2019)
10.29English translation of the Technical Development (Commission) Contract dated as of February 28, 2018 by and among the Company, ChinaNet Online Technology Co., Ltd. and RedRun Limited (Incorporated by reference herein to the Exhibit 10.1 of the Company’s Registration Statement on Form S-3, as amended, filed with the Securities and Exchange Commission on February 12, 2020)
10.30English translation of the Technical Development (Commission) Contract dated as of March 8, 2018 by and between Rise King Century Technology Development (Beijing) Co., Ltd. and Beijing Shengshi Kaida Technical Service Co., Ltd. (Incorporated by reference herein to the Exhibit 10.2 of the Company’s Registration Statement on Form S-3, as amended, filed with the Securities and Exchange Commission on February 12, 2020)
10.31Letter Agreement, dated October 28, 2020, between ZW Data Action Technologies Inc. and FT Global Capital, Inc. (Incorporated by reference herein to the Exhibit 10.1 of the Exhibit 10.1 of the Company’s Current Report on Form 8-K filed with the Securities and Exchange Commission on December 11, 2020)
10.32Form of Securities Purchase Agreement dated December 10, 2020, among ZW Data Action Technologies Inc. and certain institutional investors. (Incorporated by reference herein to the Exhibit 10.2 of the Company’s Current Report on Form 8-K filed with the Securities and Exchange Commission on December 11, 2020)
10.33Letter Agreement, dated February 16, 2021, between ZW Data Action Technologies Inc. and FT Global Capital, Inc. (Incorporated by reference herein to the Exhibit 10.1 of the Company’s Current Report on Form 8-K filed with the Securities and Exchange Commission on February 17, 2021)
10.34Form of Securities Purchase Agreement dated February 16, 2021 among ZW Data Action Technologies Inc. and certain institutional investors. (Incorporated by reference herein to the Exhibit 10.2 of the Company’s Current Report on Form 8-K filed with the Securities and Exchange Commission on February 17, 2021)
10.35Securities Purchase Agreement dated August 23, 2024 among ZW Data Action Technologies Inc. and the Purchaser (Incorporated by reference herein to Exhibit 10.1 of the Company’s Current Report on Form 8-K filed with the Securities and Exchange Commission on August 27, 2024)
10.36Securities Purchase Agreement dated September 5, 2024 among ZW Data Action Technologies Inc. and the Purchaser (Incorporated by reference herein to Exhibit 10.1 of the Company’s Current Report on Form 8-K filed with the Securities and Exchange Commission on September 9, 2024)
10.37Securities Purchase Agreement dated September 6, 2024 among ZW Data Action Technologies Inc. and the Purchaser (Incorporated by reference herein to Exhibit 10.3 of the Company’s Current Report on Form 8-K filed with the Securities and Exchange Commission on September 9, 2024)
10.38Securities Purchase Agreement dated September 25, 2024 among ZW Data Action Technologies Inc. and the Purchaser (Incorporated by reference herein to Exhibit 10.1 of the Company’s Current Report on Form 8-K filed with the Securities and Exchange Commission on September 27, 2024)
10.39Securities Purchase Agreement dated January 2, 2025 among ZW Data Action Technologies Inc. and the Purchaser (Incorporated by reference herein to Exhibit 10.1 of the Company’s Current Report on Form 8-K filed with the Securities and Exchange Commission on January 7, 2025)
10.40Securities Purchase Agreement dated January 3, 2025 among ZW Data Action Technologies Inc. and the Purchaser (Incorporated by reference herein to Exhibit 10.3 of the Company’s Current Report on Form 8-K filed with the Securities and Exchange Commission on January 7, 2025)
10.41Securities Purchase Agreement dated January 15, 2025 among ZW Data Action Technologies Inc. and the Purchaser (Incorporated by reference herein to Exhibit 10.1 of the Company’s Current Report on Form 8-K filed with the Securities and Exchange Commission on January 21, 2025)
10.42Securities Purchase Agreement dated January 17, 2025 among ZW Data Action Technologies Inc. and the Purchaser (Incorporated by reference herein to Exhibit 10.3 of the Company’s Current Report on Form 8-K filed with the Securities and Exchange Commission on January 21, 2025)
10.43Share Sale and Purchase Agreement dated March 3, 2025 (Incorporated by reference herein to Exhibit 10.1 of the Company’s Current Report on Form 8-K filed with the Securities and Exchange Commission on March 4, 2025)
10.44Securities Purchase Agreement with Golden Harvest Trust Limited dated May 8, 2025 (Incorporated by reference herein to Exhibit 10.1 of the Company’s Current Report on Form 8-K filed with the Securities and Exchange Commission on May 14, 2025)
10.45Securities Purchase Agreement with BlackSilver Trust (Hong Kong) Limited dated May 8, 2025 (Incorporated by reference herein to Exhibit 10.3 of the Company’s Current Report on Form 8-K filed with the Securities and Exchange Commission on May 14, 2025)
10.46Securities Purchase Agreement Chaucer Investment & Consulting Limited dated May 13, 2025 (Incorporated by reference herein to Exhibit 10.5 of the Company’s Current Report on Form 8-K filed with the Securities and Exchange Commission on May 14, 2025)
10.47Purchase Agreement with B Ocean Capital Management Limited dated September 17, 2025 (Incorporated by reference herein to Exhibit 10.1 of the Company’s Current Report on Form 8-K filed with the Securities and Exchange Commission on September 19, 2025)
10.48Purchase Agreement with Fun Star Group INC. and Modest Attack Limited dated October 28, 2025 (Incorporated by reference herein to Exhibit 10.1 of the Company’s Current Report on Form 8-K filed with the Securities and Exchange Commission on October 29, 2025)
14Code of Ethics (Incorporated by reference herein to the Exhibit 14.1 of the Company’s Current Report on Form 8-K filed with the Securities and Exchange Commission on December 21, 2009)
19Insider Trading Policy (Incorporated by reference herein to the Exhibit 19 to the Company’s Annual Report on Form 10-K filed with the Securities and Exchange Commission on April 15, 2025)
21.1Subsidiaries of the Registrant +
23.1Consent of ARK Pro CPA & Co. +
24Power of Attorney (included in the signature page) +
31.1Certification pursuant to Rule 13a-14(a) and 15d-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. +
31.2Certification pursuant to Rule 13a-14(a) and 15d-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. +
32.1Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. +
97Clawback Policy (Incorporated by reference herein to the Exhibit 97 to the Company’s Annual Report on Form 10-K filed with the Securities and Exchange Commission on April 15, 2025)
101The following materials are filed herewith: (i) Inline XBRL Instance, (ii) Inline XBRL Taxonomy Extension Schema, (iii) Inline XBRL Taxonomy Extension Calculation, (iv) XBRL Taxonomy Extension Labels, (v) XBRL Taxonomy Extension Presentation, and (vi) Inline XBRL Taxonomy Extension Definition. +
104Cover Page Interactive Data File – The cover page interactive data file does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document. +
+Filed herewith
*Denotes managerial contracts or compensatory plans or arrangements:
ContentsView on SEC.gov

The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.