0001213900-26-007278.txt : 20260123 0001213900-26-007278.hdr.sgml : 20260123 20260123164713 ACCESSION NUMBER: 0001213900-26-007278 CONFORMED SUBMISSION TYPE: SCHEDULE 13D/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20260123 DATE AS OF CHANGE: 20260123 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: X3 Holdings Co., Ltd. CENTRAL INDEX KEY: 0001754323 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-COMPUTER PROGRAMMING SERVICES [7371] ORGANIZATION NAME: 06 Technology EIN: 000000000 STATE OF INCORPORATION: E9 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SCHEDULE 13D/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-90977 FILM NUMBER: 26557219 BUSINESS ADDRESS: STREET 1: SUITE 412, TOWER A, TAI SENG EXCHANGE STREET 2: ONE TAI SENG AVENUE CITY: SINGAPORE STATE: U0 ZIP: 536464 BUSINESS PHONE: 86-756-339-5666 MAIL ADDRESS: STREET 1: ADVANCED BUSINESS PARK, 9TH FL, BLDG C2 STREET 2: 29 LANWAN LANE, HIGHTECH DISTRICT ZHUHAI CITY: GUANGDONG STATE: F4 ZIP: 519080 FORMER COMPANY: FORMER CONFORMED NAME: Powerbridge Technologies Co., Ltd. DATE OF NAME CHANGE: 20180926 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: Xu Yuxia CENTRAL INDEX KEY: 0002073394 ORGANIZATION NAME: FILING VALUES: FORM TYPE: SCHEDULE 13D/A MAIL ADDRESS: ADDRESS IS A NON US LOCATION: YES STREET 1: ROOM 2502, BUILDING 4, NO. 399 STREET 2: QIANWAN 5TH ROAD, XIANGZHOU DISTRICT CITY: ZHUHAI, GUANGDONG PROVINCE COUNTRY: F4 ZIP: 519000 SCHEDULE 13D/A 1 primary_doc.xml SCHEDULE 13D/A 0002073394 XXXXXXXX LIVE 1 Class A ordinary shares, par value US$0.00003 per share 01/23/2026 false 0001754323 G72007142 X3 Holdings Co., Ltd.

Suite 412, Tower A, Tai Seng Exchange One Tai Seng Avenue Singapore U0 536464

Yuxia Xu 65.8067.3103 Suite 412, Tower A, Tai Seng Exchange One Tai Seng Avenue Singapore U0 536464 0002073394 N Yuxia Xu OO N F4 3291666.00 0.00 3291666.00 0.00 3291666.00 N 11.59 IN (1) The amount in row 11 represents (i) 3,200,000 Class B ordinary shares, $0.00003 par value per share, issued on January 5, 2026 and (ii) 91,666 Class B ordinary shares issues on June 18, 2025 (after giving effect to a 6-to-1 reverse stock split of 550,000 Class B ordinary shares effectuated on December 30, 2025), for a total of 3,291,666 Class B ordinary shares, held by Ms. Yuxia Xu, representing approximately 38.34% of the Issuer's total voting power. (2) The calculation of the percentage in row 13 is based on 28,409,794 Ordinary Shares of the Issuer issued and outstanding as of January 23, 2026, comprising of 20,507,763 Class A ordinary shares and 7,902,031 Class B ordinary shares, as reported by the Company. (3) Each Class A ordinary share is entitled to one vote and each Class B ordinary share is entitled to thirty votes on all matters subject to shareholder vote at general meetings. Class A ordinary shares, par value US$0.00003 per share X3 Holdings Co., Ltd. Suite 412, Tower A, Tai Seng Exchange One Tai Seng Avenue Singapore U0 536464 This statement on Schedule 13D ("Schedule 13D") relates to the issued and outstanding (1) 20,507,763 Class A ordinary shares, US$0.00003 par value per share; and (2) 7,902,031 Class B ordinary shares, US$0.00003 par value per share (collectively, the "Ordinary Shares"), of X3 HOLDINGS CO., LTD. as of January 23, 2026, a company organized under the laws of the Cayman Islands (the "Company" or "Issuer"), whose principal executive offices are located at Suite 412, Tower A, Tai Seng Exchange, One Tai Seng Avenue, Singapore, 536464. Name & Citizenship: Ms. Xu is a citizen of the People's Republic of China. Residence or business address: The business address of Ms. Xu is Suite 412, Tower A, Tai Seng Exchange, One Tai Seng Avenue, Singapore, 536464. Principal business of each reporting person and address: Ms. Xu is the Chief Financial Officer and Chief Operating Officer of the Issuer. During the last five years, the Reporting Person had not been (a) convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors); and (b) a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and, as a result of such proceeding, was or is subject to a judgment, decree, or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws. During the last five years, the Reporting Person had not been (a) convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors); and (b) a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and, as a result of such proceeding, was or is subject to a judgment, decree, or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws. People's Republic of China On January 5, 2026, the Issuer issued 3,200,000 Class B ordinary shares to Ms. Xu, the Chief Financial Officer and Chief Operating Officer of the Issuer, for Ms. Xu's as equity-based rewards for outstanding services rendered during the fiscal year ended December 31, 2025, which is approved by the board of the directors of the Company on January 5, 2026. No monetary consideration was paid for the issuance of these shares. The Class B ordinary shares ("Shares") acquired by the Ms. Xu represent equity-based rewards granted by the Issuer to the Ms. Xu, the Issuer's Chief Financial Officer and Chief Operating Officer, in recognition of her contributions to the Issuer's achievement of key operational milestones, capital financing activities, and corporate transformation initiatives. Depending on market conditions, the Issuer's business performance, or other factors, the Reporting Person may, from time to time over the next 12 months, acquire additional securities of the Issuer, dispose of some or all of the Shares, or engage in other transactions. Except as set forth in this Item 4, the Reporting Persons does not have any current plans or proposals which relate to or would result in any of the matters specified in clauses (a) through (j) of Item of Schedule 13D of the Exchange Act. The responses of the Reporting Person to Rows (7) through (13), including the footnotes thereto, of the cover pages of this Schedule 13D are hereby incorporated by reference in this Item 5. The information set forth in Item 2, 3 and 4 above is hereby incorporated by reference. The responses of the Reporting Person to Rows (7) through (13), including the footnotes thereto, of the cover pages of this Schedule 13D are hereby incorporated by reference in this Item 5. The information set forth in Item 2, 3 and 4 above is hereby incorporated by reference. To the best knowledge of the Reporting Person, except as disclosed in this Schedule 13D, none of the Reporting Person has effected any transactions relating to the Class A Ordinary Shares during the past 60 days. Not applicable. Not applicable. Except as described above, to the best knowledge of the Reporting Person, there are no contracts, arrangements, understandings, or relationships (legal or otherwise) between the Reporting Person and any person with respect to any securities of the Company including, but not limited to, the transfer or voting of any of the securities, finder's fees, joint ventures, loan or option arrangements, puts or calls, guarantees of profits, division of profits or loss or the giving or withholding of proxies. Not applicable. Yuxia Xu /s/ Yuxia Xu 01/23/2026