Private Placement (Form 8-K)

As previously disclosed in the Company's Current Report on Form 8-K filed with the Securities and Exchange Commission on February 27, 2026, Chaince Digital Holdings Inc. (the "Company") entered into a Securities Purchase Agreement (the "Securities Purchase Agreement") with six non-U.S. investors (the "Purchasers"), pursuant to which the Company agreed to sell an aggregate of 6,500,000 ordinary shares of the Company, par value $0.004 per share, at a purchase price of $0.774 per ordinary share, for a total purchase price of $5,031,000 (the "Offering"), in reliance upon the exemption provided by Rule 903 of Regulation S promulgated under the Securities Act of 1933, as amended. The Offering closed on March 16, 2026.

The foregoing description does not purport to be complete and is qualified in its entirety by reference to the full text of the Securities Purchase Agreement, which is attached as Exhibit 10.1 to the Form 8-K filed on February 27, 2026.

The information set forth in Item 3.02 of this Current Report on Form 8-K is incorporated herein by reference.