SCHEDULE: Ainos Inc. Ownership Update: Reverse Split & TCNT Sales

Ainos Inc. (Cayman Islands) updates its beneficial ownership in Ainos, Inc. following a one-for-five reverse stock split and TCNT's sale of 62,794 shares.

Summary

• Ainos Inc. (Cayman Islands) filed Amendment No. 12 to its Schedule 13D regarding its beneficial ownership in Ainos, Inc.
• The Issuer, Ainos, Inc., effected a one-for-five reverse stock split of its common stock on June 30, 2025.
• Taiwan Carbon Nano Technology Corporation (TCNT), which controls Ainos KY, sold a total of 62,794 shares of Ainos, Inc. common stock between June 25, 2025, and October 6, 2025.
• Ainos KY directly owns 491,263 shares of Ainos, Inc. common stock.
• Ainos KY's beneficial ownership, based on direct holdings, represents 9.13% of the class.
• Ainos KY holds sole voting power over 3,253,854 shares, which includes shares subject to various voting agreements.
• The total shares outstanding as of September 5, 2025, were 4,759,021, plus 623,875 shares issuable to ASE Test upon conversion of notes and exercise of warrants.

Sentiment

Score: 5

Explanation: The filing is largely factual, reporting changes in beneficial ownership and a corporate action (reverse stock split). The sale of shares by TCNT is noted but explained as for 'general operating purposes,' maintaining a neutral overall sentiment.

Negatives

• Taiwan Carbon Nano Technology Corporation (TCNT) sold 62,794 shares of Ainos, Inc. common stock for general operating purposes, which could be perceived as a reduction in a significant holder's stake.

Risks

• The reporting persons may, from time to time, engage in discussions concerning proposals for transactions or other arrangements that could result in events described in Item 4 of Schedule 13D, such as changes in control or significant corporate transactions.
• The parties continuously review and evaluate their investments, which may lead to plans or proposals impacting the Issuer's structure or business.

Future Outlook

The reporting persons acquired the common stock for investment purposes and may, from time to time, engage in discussions concerning proposals for transactions or other arrangements that could relate to or result in significant corporate events. They will continue to review and evaluate their investments in the Issuer, which may lead to new plans or proposals based on various factors including business prospects, market conditions, and alternative investment opportunities.

Industry Context

This filing is a routine beneficial ownership update (Schedule 13D/A) and does not provide specific details on broader industry trends or competitive landscape. It primarily focuses on changes in ownership structure and corporate actions within Ainos, Inc. and its related entities.

Corporate Governance

Legal Proceedings

• During the last five years, the reporting person and its executive officers and directors have not been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors).
• During the last five years, the reporting person and its executive officers and directors have not been a party to a civil proceeding resulting in 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.

Related Party Transactions

• Taiwan Carbon Nano Technology Corporation (TCNT), which controls Ainos Inc. (Cayman Islands), sold 62,794 shares of Ainos, Inc. common stock between June 25, 2025, and October 6, 2025, for general operating purposes. These shares were subject to the TCNT Voting Agreement.

Stakeholder Impact

• Shareholders: The one-for-five reverse stock split on June 30, 2025, directly impacted the number of shares held and the per-share price for all shareholders.
• Shareholders: The sale of 62,794 shares by TCNT, a controlling entity, represents a reduction in its direct holdings, though Ainos KY maintains significant voting control through agreements.
• Shareholders: The various voting agreements consolidate significant voting power under Ainos Inc. (Cayman Islands), potentially affecting the influence of other shareholders in corporate governance matters.

Next Steps

• Ainos Inc. (Cayman Islands) and Taiwan Carbon Nano Technology Corporation (TCNT) may continue to review and evaluate their investments in Ainos, Inc.
• The parties may engage in discussions regarding potential transactions or arrangements that could impact Ainos, Inc.'s corporate structure or business.

Key Dates

Keywords

Ainos Inc., Schedule 13D, Beneficial Ownership, Reverse Stock Split, TCNT, Voting Agreement, Corporate Governance, Shareholder Update