Management Change/Compensation (Form 8-K)

Item 5.02 - Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

Appointment of Chairman

On December 1, 2025, the Board of Directors of Loan Artificial Intelligence Corp. (the "Company") appointed Ms. Zuqin (Joey) Cai as Chairman of the Board.

Ms. Cai is a senior executive with over 20 years of experience in international financial management, including cross-border trade finance, supply-chain financing, and structured financial transactions. She has served as an investor and adviser to several private and public enterprises and is an active philanthropist, having been a member of Lions Clubs International for over 13 years, including service as a chapter president.

There are no family relationships between Ms. Cai and any director or executive officer of the Company, and there are no transactions with Ms. Cai requiring disclosure pursuant to Item 404(a) of Regulation S-K.

Item 8.01 - Other Events.

Acquisition Discussions with Hong Technology Co. Limited

The Company is currently engaged in advanced negotiations regarding a proposed acquisition of Hong Technology Co. Limited, a technology development company based in Hong Kong. While discussions are ongoing and no definitive agreement has been executed as of the date of this Report, the parties are finalizing key commercial terms.

As part of the contemplated transaction, the Company anticipates issuing approximately 30,000,000 shares of its common stock, which are expected to be allocated for:

1. The acquisition of Hong Technology Co. Limited, and

2. The introduction of private capital from strategic investors to support post-acquisition operations.

The Company does not intend to conduct any public offering of its securities in connection with these transactions. Any such issuance is expected to be completed solely through private placements exempt from registration pursuant to Section 4(a)(2) of the Securities Act of 1933 and/or Regulation D or Regulation S.

There can be no assurance that the parties will enter into a definitive agreement or that the proposed transaction will be consummated.