您的浏览器禁用了JavaScript(一种计算机语言,用以实现您与网页的交互),请解除该禁用,或者联系我们。 [美股招股说明书]:淘屏美股招股说明书(2026-07-15版) - 发现报告

淘屏美股招股说明书(2026-07-15版)

2026-07-15 美股招股说明书 江边的鸟
报告封面

$3,195,000 Principal Amount of Convertible Promissory NoteAndUp to 2,970,440 Ordinary Shares Issuable upon Conversion of Convertible Promissory Note Pursuant to this prospectus supplement and the accompanying prospectus, Taoping Inc., a British Virgin Islands holding company (“Taoping” or the “Company”) is offering (i)$3,195,000 aggregate principal amount of an unsecured convertible promissory note (the “Convertible Note”) to Streeterville Capital, LLC, a Utah limited liability company (the“Investor”), and (ii) up to 2,970,440 ordinary shares, no par value (the “ordinary shares”) of the Company issuable to the Investor from time to time upon conversion of theConvertible Note. The Convertible Note has a simple interest rate of 7% per annum and a term of twelve (12) months after the purchase price of the Convertible Note is deliveredby the Investor to the Company. Investor has the right to convert all or any part of the outstanding balance of the Convertible Note at a fixed conversion price equal to $6.00 pershare (the “Lender Conversion Price”). In addition, Investor may redeem all or any portion of the Convertible Note, subject to a maximum amount of $250,000 per month.Payments of each redemption amount may be made, in the Company’s discretion, (a) in cash, (b) by converting such redemption amount into ordinary shares per the followingformula: the number of Redemption Conversion Shares (as defined in the Convertible Note) equals the portion of the applicable redemption amount being converted divided by thelesser of (i) the Lender Conversion Price and (ii) eighty percent (80%) of the lowest daily VWAP (as defined in the Convertible Note) during the ten (10) trading days immediatelypreceding the applicable redemption date (the “Redemption Conversion Price”), or (c) by any combination of the foregoing, so long as the cash is delivered to Investor on the fifth(5th) trading day immediately following the applicable redemption date and the Redemption Conversion Shares are delivered to Investor on or before the applicable delivery date,subject to the terms and conditions under the Convertible Note (the “Redemption Formula”). Notwithstanding the foregoing, the Company is required to pay any redemptionamount in cash if, on the applicable redemption date, (i) the Redemption Conversion Price is below the floor price of $0.30 per ordinary share (the “Floor Price”), or (ii) there is anEquity Conditions Failure (as defined in the Convertible Note), which is not waived by the Investor. Taoping’s ordinary shares are listed on the Nasdaq Capital Market under the symbol “TAOP.” On July 14, 2026, the last reported sale price of ordinary shares on Nasdaq was $1.36per share. There is no established public trading market for the Convertible Note and we do not expect a market to develop. Pursuant to General Instruction I.B.5 of Form F-3, the aggregate market value of securities sold by the Company pursuant to General Instruction I.B.5 during any 12-calendar-month period may not exceed one-third of the aggregate market value of the Company’s outstanding ordinary shares held by non-affiliates. As of July 14, 2026, the aggregatemarket value of the Company’s outstanding ordinary shares held by non-affiliates was approximately $14.17 million, based on 8,912,438 ordinary shares held by non-affiliates anda price of $1.59 per share, which was the last sale price of the ordinary shares in the principal market for such shares on June 26, 2026. One-third of such aggregate market value isapproximately $4.723 million. For purposes of computing the aggregate market value of the securities offered pursuant to this prospectus supplement under General InstructionI.B.5, the Company has calculated the aggregate market value of the ordinary shares underlying the Convertible Note as 2,970,440 ordinary shares (the maximum number ofordinary shares issuable upon conversion of the Convertible Note registered pursuant to this prospectus supplement) multiplied by $1.59 per share, which equals approximately$4.723 million. During the 12-calendar-month period ending on and including the date of this prospectus supplement, the Company has not sold any securities pursuant to GeneralInstruction I.B.5 of Form F-3. Accordingly, the aggregate market value of securities offered pursuant to General Instruction I.B.5 during such 12-month period, including thesecurities offered hereby, is approximately $4.723 million, which does not exceed one-third of the aggregate market value of the Company’s outstanding ordinary shares held bynon-affiliates. We will not issue ordinary shares pursuant to this prospectus supplement in excess of 2,970,440 ordinary shares, and any conversion or redemption amount thatwould require the issuance of ordinary shares in excess of such amount must be settled in cash or pursuant to another effective registration statement or an available exemption fromregistration. Investing in the Company securities involves a high degree of risk. Before b