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Form D · on the record

Classover Holdings — $11M Form D filing, June 2025

Classover Holdings, Inc. filed a Form D with the Securities and Exchange Commission on 2025-06-12.

Classover Holdings, Inc. filed a Form D notice of an exempt securities offering with the SEC on June 12, 2025. The filing reports $11M sold. Its industry group is Other Technology. It names Hui (Stephanie) Luo (Executive Officer, Director), Yanling (Flora) Peng (Executive Officer), Yan Zhang (Director) (SEC Form D, June 12, 2025).

5 more Other Technology raises in New York, June 2025 ↓

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Classover Holdings, Inc.

New Form D on file · 2025-06-12 · the record

$11M
raise on the record
D
filing
1
investors in
NEW YORK
based
Open the record →

What the record says

FilingForm D
Filed2025-06-12
Industry groupOther Technology
Entity typeCorporation
Incorporated inDELAWARE
Year formed2024
BasedNew York, NEW YORK
CIK2022308
Accession0001094891-25-000012

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More on the people and the money behind Classover Holdings, Inc., from the filings we hold.

Raised through the same sales agent

Chardan Capital Markets LLC received sales compensation on this raise and on 5 other raises we hold, nearest in date first:

More raises like this

Other Technology raises by companies based in New York, filed in June 2025, largest first.

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What the filing shows about Classover Holdings, Inc.

  • 1 investor had already put money in when it filed.
  • The filing names 6 people as officers, directors or promoters.

Only in the Full Report: Who Runs It, And How To Reach Them · Warning Bells · Who Pays Them, And Who They Are Up Against.

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Who the filing names, and in what role

The filing gives Classover Holdings, Inc.'s address as 450 7th Avenue, Suite 905, New York, NY 10123.

What the filing says

  • Offered: $500,000,000. Sold: $11,000,000. Left to sell: $489,000,000. (filing)
  • Investors: 1 had already invested. (filing)
  • Date of first sale: yet to occur. (filing)
  • Types of securities: Debt; Securities to be acquired on exercise of an option, warrant or other right. (filing)
  • Item 16: the filing reports that none of the proceeds goes to executive officers, directors or promoters. (filing)
  • On the amounts offered and sold: the filing adds “$339,000,000 at the option of investor and $150,000,000 subject to mutual agreement.” (filing)
  • On sales commissions and finders' fees: the filing adds “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.” (filing)

This is the company's own disclosure. A payment disclosed on a Form D is a disclosed use of proceeds, not a finding of wrongdoing.

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Is Classover Holdings, Inc. a real, registered company?

Classover Holdings, Inc. is a registered filer with the SEC (CIK 2022308) and has filed since 2025-04-14. 2 filings are on record, the latest on 2025-06-12.

A filing shows the company exists and what it reports about itself. It is not an audit or a rating.

Who runs Classover Holdings, Inc.?

Classover Holdings, Inc.'s Form D of 2025-06-12 names Hui (Stephanie) Luo, Yanling (Flora) Peng, Yan Zhang and 3 more as its officers, directors or promoters.

How much has Classover Holdings, Inc. raised?

Its new offerings report $14.23M sold across 2 offerings, as its own filings state.

Filing history · 2 filings on this registrant
Form D · 2025-04-14 · $3.23MForm D · 2025-06-12 · $11M · this page 2025-04-14 2025-06-12

Each marker is one filing. The larger marker is the filing this page is about.

Other Technology · by week

Trailing twelve months. 3842 filings in Other Technology, totalled by week.

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What the filing shows about Classover Holdings, Inc.

  • 1 investor had already put money in when it filed.
  • The filing names 6 people as officers, directors or promoters.

Only in the Full Report: Who Runs It, And How To Reach Them · Warning Bells · Who Pays Them, And Who They Are Up Against.

Example from a real report (our sample on Target): “In March 2026, Target announced a planned incremental $1 billion operating investment” Source: Target Corporation (press release)

A Full Report on Classover Holdings, Inc.: verified, sourced, every claim cited, ready in a few minutes. See pricing.

What the Full Report on Classover Holdings, Inc. covers

  1. The Short Answer

  2. Which Company This Is

  3. What They Do, And How The Money Works

  4. Who Runs It, And How To Reach Them

  5. The Money: Funding, Valuation, Runway

  6. Who Pays Them, And Who They Are Up Against

  7. Warning Bells

  8. Sources

    1 cited source found

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Classover Holdings, Inc.: Raised $11M, Form D filed 2025-06-12
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Permanent URL: https://mentionfox.com/funding/classover-holdings-inc-form-d-25000001
Last updated 2026-11-01
Primary record: SEC filing 1 · SEC filing 2
Classover Holdings raised $11M — SEC Form D filing, June 2025. MentionFox, 2026-11-01. https://mentionfox.com/funding/classover-holdings-inc-form-d-25000001