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Ridgetech Inc.

For the period ended Mar 31, 2026. Filed Jul 31, 2026.

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About this filing

The yearly report of a company based outside the US. It covers much of what a 10-K does, and may follow accounting rules other than US ones.

FY2026 · Filed Jul 31, 2026

RDGT$1.00+34.1%Stored close · as of Nov 6, 2026
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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 20-F

☐ REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934

OR

☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the Fiscal year ended March 31,2026

OR

☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from __________ to __________

☐ SHELL COMPANY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

Date of event requiring this shell company report ________

Commission file number:001-40724

Ridgetech, Inc.

(Exact name of Registrant as specified in its charter)

Not applicable

(Translation of Registrant’s name into English)

Cayman Islands5th Floor, Building 6, No. 100, 18th Street, Baiyang Sub-district, Qiantang District, Hangzhou City, Zhejiang Province People’s Republic of China, 310008
(Jurisdiction of incorporation or organization)(Address of principal executive offices)

Ming Zhao

5th Floor, Building 6, No. 100, 18th Street, Baiyang Sub-district,

Qiantang District, Hangzhou City, Zhejiang Province

People’s Republic of China,310008

Tel:+86-571-88219579

(Name, telephone, Email and/or facsimile number and address of company contact person)

Securities registered or to be registered pursuant to Section 12(b) of the Act:

Title of each classTrading Symbol(s)Name of each exchange on which registered
Ordinary shares, par value $0.15 per shareRDGTThe Nasdaq Stock Market LLC

Securities registered or to be registered pursuant to Section 12(g) of the Act:

none

(Title of Class)

Securities for which there is a reporting obligation pursuant to Section 15(d) of the Act:

none

(Title of Class)

Indicate the number of outstanding shares of each of the issuer’s classes of capital or ordinary shares as of the close of the period covered by the annual report.133,090,838 ordinary shares and 0 preferred shares outstanding as of March 31, 2026.

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. ☐ Yes ☒No

If this report is an annual or transition report, indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934. ☐ Yes ☒No

Indicate by check mark whether the registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. ☒Yes ☐ No

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). ☒Yes ☐ No

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer or an “emerging growth company.” See definition of “accelerated filer and large accelerated filer” in Rule 12b-2 of the Exchange Act.

Large accelerated filer☐Accelerated filer☐Non-accelerated filer☒
Emerging growth company☐

If an emerging growth company that prepares its financial statements in accordance with U.S. GAAP, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Indicate by check mark whether the registrant has filed a report on and attestation to its management’s assessment of the effectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm that prepared or issued its audit report.☐

If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of the registrant included in the filing reflect the correction of an error to previously issued financial statements.☐

Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-based compensation received by any of the registrant’s executive officers during the relevant recovery period pursuant to §240.10D-1(b). ☐

Indicate by check mark which basis of accounting the registrant has used to prepare the financial statements included in this filing.

U.S. GAAP ☒International Financial Reporting Standards as issued by the International Accounting Standards Board ☐Other ☐

If “Other” has been checked in response to the previous question, indicate by check mark which financial statement item the registrant has elected to follow. Item 17 ☐ Item 18 ☐

If this is an annual report, indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). ☐ Yes☒ No

In this annual report:

●References to the “Company”, “we”, “our” and “us” are to Ridgetech, Inc., formerly known as China Jo-Jo Drugstores, Inc., a Cayman Islands exempted company, and its predecessor China Jo-Jo Drugstores, Inc., a Nevada corporation, and its consolidated subsidiaries, and any subsidiaries controlled by contract and therefore deemed as variable interest entities under U.S. GAAP;
●References to “China” or the “PRC” refers to the People’s Republic of China, excluding, for the purposes of this annual report only, Hong Kong, Macau and Taiwan;
●References to “RMB” and “Renminbi” refer to the legal currency of China;
●“US$,” “U.S. dollars,” “$,” and “dollars” refer to the legal currency of the United States;
●References to “variable interest entit[y][ies]” or “VIE[s]” refer to Jiuzhou Pharmacy, Jiuzhou Clinic and Jiuzhou Service, as well as the subsidiaries of Jiuzhou Pharmacy, collectively as “HJ Group”;
●Unless otherwise indicated or the context otherwise requires, all references in this annual report to ordinary shares, share amounts, per share data, share prices, exercise prices, and conversion rates give retroactive effect to the 1-for-150 reverse share split of our ordinary shares that became effective on April 7, 2026.

Special Note Regarding Forward-looking Statements

This report contains forward-looking statements. All forward-looking statements are inherently uncertain as they are based on current expectations and assumptions concerning future events or future performance of the registrant. Readers are cautioned not to place undue reliance on these forward-looking statements, which are only predictions and speak only as of the date hereof. Forward-looking statements include, among other things, the information concerning our possible future results of operations, business and growth strategies, financing plans, expectations that regulatory developments or other matters will or will not have a material adverse effect on our business or financial condition, our competitive position and the effects of competition, the projected growth of the industry in which we operate, and the benefits and synergies to be obtained from our completed and any future acquisitions, and statements of our goals and objectives, and other similar expressions concerning matters that are not historical facts. Forward-looking statements usually, but not always, contain the words “estimate,” “anticipate,” “believe,” “expect,” or similar expressions, or the negative of those words and expressions, as well as statements in future tense, and are subject to numerous known and unknown risks and uncertainties that are beyond our ability to control or estimate precisely. In evaluating such statements, prospective investors should carefully review various risks and uncertainties identified in this report, including the matters set forth under the captions “Risk Factors” and in the registrant’s other SEC filings. These risks and uncertainties could cause the registrant’s actual results to differ materially from those indicated in, or implied by, the forward-looking statements. The registrant undertakes no obligation to update or publicly announce revisions to any forward-looking statements to reflect future events or developments, except as may be required by law.

Although forward-looking statements in this report reflect the good faith judgment of our management, such statements can only be based on facts and factors currently known by us. Consequently, forward-looking statements are inherently subject to risks and uncertainties, and actual results and outcomes may differ materially from the results and outcomes discussed in or anticipated by the forward-looking statements. Factors that could cause or contribute to such differences in results and outcomes include, without limitation, those specifically addressed under the heading “Risks Relating to Our Business” below, as well as those discussed elsewhere in this report. Readers are urged not to place undue reliance on these forward-looking statements, which speak only as of the date of this report. We file reports with the Securities and Exchange Commission (the “SEC”). You can read and copy any materials we file with the SEC at our internet address at www.ridgetch.com. In addition, the SEC maintains an Internet site (www.sec.gov) that contains reports, proxy and information statements, and other information regarding issuers that electronically file with or furnish information to, the SEC, including the registrant. The contents of any website references in this report do not form part of this report.

We undertake no obligation to revise or update any forward-looking statements in order to reflect any event or circumstance that may arise after the date of this report, except as may be required by law. Readers are urged to carefully review and consider the various disclosures made throughout the entirety of this report, which attempt to advise interested parties of the risks and factors that may affect our business, financial condition, results of operations and prospects.

TABLE OF CONTENTS

Part I
Item 1.Identity of Directors, Senior Management and Advisers1
Item 2.Offer Statistics and Expected Timetable1
Item 3.Key Information1
A.[Reserved]8
B.Capitalization and Indebtedness8
C.Reasons for the Offer and Use of Proceeds8
D.Risk Factors8
Item 4.Information on the Company33
A.History and Development of the Company33
B.Business Overview35
C.Organizational Structure43
D.Property, Plants and Equipment45
Item 4A.Unresolved Staff Comments45
Item 5.Operating and Financial Review and Prospects46
A.Operating Results46
B.Liquidity and Capital Resources51
C.Research and Development, Patents and Licenses, etc.53
D.Trend Information53
E.Critical Accounting Estimates53
Item 6.Directors, Senior Management and Employees54
A.Directors and Senior Management54
B.Compensation55
C.Board Practices58
D.Employees59
E.Share Ownership60
F.Disclosure of a registrant’s action to recover erroneously awarded compensation60
Item 7.Major Shareholders and Related Party Transactions61
A.Major Shareholders61
B.Related Party Transactions61
C.Interests of Experts and Counsel62
Item 8.Financial Information62
A.Consolidated Statements and Other Financial Information62
B.Significant Changes62
Item 9.The Offer and Listing63
A.Offer and Listing Details63
B.Plan of Distribution63
C.Markets63
D.Selling shareholders63
E.Dilution63
F.Expenses of the issue63
Item 10.Additional Information63
A.Share Capital63
B.Memorandum and Articles of Association63
C.Material Contracts70
D.Exchange Controls70
E.Taxation71
F.Dividends and Paying Agents72
G.Statement by Experts72
H.Documents on Display72
I.Subsidiary Information72

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Item 11.Quantitative and Qualitative Disclosures about Market Risk72
Item 12.Description of Securities Other than Equity Securities72
A.Debt Securities72
B.Warrants and Rights72
C.Other Securities72
D.American Depositary Shares72
Part II
Item 13.Defaults, Dividend Arrearages and Delinquencies73
Item 14.Material Modifications to the Rights of Security Holders and Use of Proceeds73
Item 15.Controls and Procedures73
Item 16.[Reserved]74
Item 16A.Audit Committee Financial Expert74
Item 16B.Code of Ethics75
Item 16C.Principal Accountant Fees and Services75
Item 16D.Exemptions from the Listing Standards for Audit Committees75
Item 16E.Purchases of Equity Securities by the Issuer and Affiliated Purchasers76
Item 16F.Change in Registrant’s Certifying Accountant76
Item 16G.Corporate Governance76
Item 16H.Mine Safety Disclosure76
Item 16IDisclosure Regarding Foreign Jurisdictions That Prevent Inspections76
Item 16JInsider trading policies77
Item 16KCybersecurity77
Part III
Item 17.Financial Statements78
Item 18.Financial Statements78
Item 19.Exhibits78
Index to Consolidated Financial StatementsF-1

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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.