RR · Richtech Robotics Inc. Class B Common Stock

Summary

Richtech Robotics Inc. is a robotics and AI technology company developing advanced embodied AI systems to improve efficiency in U.S. businesses across food service, retail, industrial manufacturing, automotive, healthcare, and hospitality. The company designs, engineers, manufactures, and deploys user-friendly, customizable robots like Matradee server assistants, ADAM and Scorpion beverage robots, Titan delivery robots, DUST-E cleaning robots, and the upcoming Dex humanoid robot, with a focus on Robots-as-a-Service (RaaS) model for recurring revenue. This S-1 registration statement registers 8,500,000 shares of Class B common stock for resale by Selling Stockholder Davidson Kempner Capital Management LP, issued in a January 2026 private placement at $4.55 per share for $38.7 million gross proceeds (net $36.2 million), which the company used for working capital, product development, and robotic hardware inventory procurement. Class B common stock trades on Nasdaq Capital Market under ticker 'RR' with 175,161,127 shares outstanding pre-offering and last reported price of $2.76 on February 17, 2026. As an emerging growth company and controlled company (CEO Zhenwu Huang holds 52% voting power), Richtech highlights first-mover advantages in service robotics, deployment experience, and data services, but faces high investment risks including emerging market uncertainty, competition, capital needs, and material weakness in internal controls as of September 30, 2025.

Key takeaways

• Company issued 8,500,000 Class B shares to Selling Stockholder on January 29, 2026 at $4.55/share for $38.675 million gross proceeds.
• Receives no proceeds from this resale offering; shares trade on Nasdaq under 'RR' at $2.76/share as of February 17, 2026.
• Operates RaaS model with products including Matradee (1,000+ deliveries/month), ADAM dual-arm bartender, and Dex humanoid launching mid-2026.
• Recent September ATM raised $71.6 million from 15.2 million shares to build RaaS asset fleet.
• CEO Zhenwu Huang beneficially owns 30.5 million shares representing 52% voting power, making it a controlled company.
• Identified material weakness in internal controls over financial reporting as of September 30, 2025.
• Holds 5 issued U.S. patents, 3 pending, and 5 trademark registrations.