TEN Holdings, Inc.

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 14A

SCHEDULE 14A INFORMATION

Proxy Statement Pursuant to Section 14(a) of the

Securities Exchange Act of 1934

(Amendment No. )

Check the appropriate box:

TEN Holdings, Inc.

(Name of Registrant as Specified In Its Charter)

(Name of Person(s) Filing Proxy Statement, if Other Than the Registrant)

Payment of Filing Fee (Check all boxes that apply):

TEN Holdings, Inc.

1170 Wheeler Way

Langhorne, PA 19047

September 10, 2026

Dear fellow stockholders:

It is my pleasure to invite you to attend the 2026 Annual Meeting of Stockholders (the “Annual Meeting”) of TEN Holdings, Inc. (the “Company,” “we,” “our” or “us”). The Annual Meeting will be held on October 29, 2026, at 9:00 a.m., Eastern Time, via live webcast atwww.virtualshareholdermeeting.com/XHLD2026. We have designed the format of the Annual Meeting to ensure that you are afforded the same rights and opportunities to participate as you would at an in-person meeting, using online tools to ensure your access and participation. The Annual Meeting is being held for the following purposes, as described in the enclosed Notice of Annual Meeting of Stockholders (the “Notice of Annual Meeting”) and Proxy Statement (the “Proxy Statement”):

The Notice of Annual Meeting and Proxy Statement contain important information about the Annual Meeting and matters for your consideration. Your vote is important, and regardless of whether you plan to attend the Annual Meeting, I encourage you to review the materials carefully and submit your proxy.

Thank you for your continued support.

Sincerely,

/s/ Virgilio D. Torres

Virgilio D. Torres

Chief Executive Officer and Chief Financial Officer

NOTICE OF ANNUAL MEETING OF STOCKHOLDERS

To the Stockholders of TEN Holdings, Inc.:

The 2026 Annual Meeting of Stockholders (the “Annual Meeting”) of TEN Holdings, Inc. (the “Company,” “we,” “our” or “us”) will be held on October 29, 2026, at 9:00 a.m., Eastern Time, via live webcast atwww.virtualshareholdermeeting.com/XHLD2026. We have designed the format of the Annual Meeting to ensure that you are afforded the same rights and opportunities to participate as you would at an in-person meeting, using online tools to ensure your access and participation.

The Annual Meeting is being held for the following purposes, as more fully described in the Proxy Statement (the “Proxy Statement”) accompanying this Notice of Annual Meeting of Stockholders (the “Notice of Annual Meeting”):

You are cordially invited to attend the Annual Meeting. Only holders of record of the Company’s common stock, par value $0.0001 per share (our “Common Stock”), at the close of business on September 4, 2026 are entitled to notice of, and to vote at, the Annual Meeting or any postponements, adjournments or continuations thereof.

A Notice of Internet Availability of Proxy Materials (the “Notice of Internet Availability”) relating to the Annual Meeting, and, in the case of stockholders who have requested delivery of the materials in paper form, this Notice of Annual Meeting, our Annual Report on Form 10-K for the fiscal year ended December 31, 2025, filed with the Securities and Exchange Commission (“SEC”) on March 18, 2026 (our “Annual Report”), and the accompanying Proxy Statement and proxy materials, are first being sent to the Company’s stockholders on or about September 10, 2026.

**YOUR VOTE IS IMPORTANT.**Whether or not you expect to attend the Annual Meeting, and no matter how many shares of Common Stock you own, please vote your shares by Internet, telephone or mail pursuant to the instructions included on the proxy card if you received a paper copy of the Proxy Statement. If you attend the Annual Meeting, you may vote your shares over the Internet, even though you have previously signed and returned your proxy.

Important Notice Regarding the Availability of Proxy Materials for the Annual Meeting to be held on October 29, 2026.

In accordance with SEC rules, we are using the Internet as our primary means of furnishing proxy materials to stockholders. We are providing the Notice of Internet Availability to notify you of the availability of our proxy materials on the Internet. The Notice of Internet Availability, Notice of Annual Meeting, Proxy Statement and the accompanying proxy materials, including the form of proxy, and our Annual Report are available through the Internet athttps://www.tenholdingsinc.com/investor-relations.

By Order of the Board of Directors,

/s/ Virgilio D. Torres

Virgilio D. Torres

Chief Executive Officer and Chief Financial Officer

September 10, 2026

TEN Holdings, Inc.

Proxy Statement

Table of Contents

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TEN HOLDINGS, INC.

PROXY STATEMENT

FOR ANNUAL MEETING OF STOCKHOLDERS

TO BE HELD AT 9:00 A.M., EASTERN TIME, ON OCTOBER 29, 2026

This proxy statement (the “Proxy Statement”) and the enclosed form of proxy are furnished in connection with the solicitation of proxies by the board of directors (the “Board”) of TEN Holdings, Inc. (the “Company”) for use at the 2026 Annual Meeting of Stockholders of the Company (the “Annual Meeting”), and any postponements, adjournments or continuations thereof. The Annual Meeting will be held on October 29, 2026, at 9:00 a.m., Eastern Time, via live webcast atwww.virtualshareholdermeeting.com/XHLD2026. References in this Proxy Statement to “we,” “us,” or “our” refer to the Company. Only holders of record of the Company’s common stock, par value $0.0001 per share (the “Common Stock”), at the close of business on September 4, 2026 (the “Record Date”) are entitled to notice of, and to vote at, the Annual Meeting. A list of stockholders entitled to vote at the Annual Meeting will be open to examination by any stockholder, for any purpose germane to the Annual Meeting, during normal business hours at the Company’s offices at 1170 Wheeler Way, Langhorne, Pennsylvania 19047 for a period of 10 days before the Annual Meeting, as well as during the Annual Meeting.

A Notice of Internet Availability of Proxy Materials (the “Notice of Internet Availability”) relating to the Annual Meeting, and, in the case of stockholders who have requested delivery of the materials in paper form, the above Notice of Annual Meeting of Stockholders (the “Notice of Annual Meeting”), our Annual Report on Form 10-K for the fiscal year ended December 31, 2025, filed with the Securities and Exchange Commission (the “SEC”) on March 18, 2026 (our “Annual Report”), and this Proxy Statement and the accompanying proxy materials, are first being sent to the Company’s stockholders on or about September 10, 2026. The Notice of Internet Availability instructs you on how to access and review this Proxy Statement and our Annual Report. The information included in this Proxy Statement relates to the proposals to be voted on at the Annual Meeting, the voting process, the compensation of our Named Executive Officers (as defined herein) and our directors, and certain other required information.

Important Notice Regarding the Availability of Proxy Materials for the Annual Meeting to be held on October 29, 2026.

In accordance with SEC rules, we are using the Internet as our primary means of furnishing proxy materials to stockholders. We are providing the Notice of Internet Availability to notify you of the availability of our proxy materials on the Internet. The Notice of Internet Availability, the above Notice of Annual Meeting, the Proxy Statement and the accompanying proxy materials, including the form of proxy, and our Annual Report are available through the Internet athttps://www.tenholdingsinc.com/investor-relations.

**THE INFORMATION PROVIDED IN THE “QUESTION AND ANSWER” FORMAT BELOW IS FOR YOUR CONVENIENCE ONLY AND IS MERELY A SUMMARY OF THE INFORMATION CONTAINED IN THIS PROXY STATEMENT. YOU SHOULD READ THIS ENTIRE PROXY STATEMENT CAREFULLY. INFORMATION CONTAINED ON, OR THAT CAN BE ACCESSED THROUGH, OUR WEBSITE IS NOT INCORPORATED BY REFERENCE INTO THIS PROXY STATEMENT AND REFERENCES TO OUR WEBSITE ADDRESS IN THIS PROXY STATEMENT ARE INACTIVE TEXTUAL REFERENCES ONLY.