Correspondence 0001493152-24-052530 from TEN Holdings, Inc. (XHLD) (CIK 0002030954) (XHLD)
TEN Holdings, Inc. (XHLD) (CIK 0002030954)
Date: Dec. 30, 2024 · CIK: 0002030954 · Accession: 0001493152-24-052530
AI Filing Summary & Sentiment
File numbers found in text: 333-282621
Letter
TEN HOLDINGS, INC.
December 30, 2024
Via EDGAR
Division of Corporation Finance
Office of Trade & Services
U.S. Securities and Exchange Commission
F Street, NE
Washington, D.C., 20549
Attention:
Rebekah Reed
Taylor Beech
Scott Stringer
Rufus Decker
Re: TEN Holdings, Inc.
Amendment No. 6 to Registration Statement on Form S-1
Filed December 26, 2024
File No. 333-282621
Ladies and Gentlemen:
This letter is in response to the oral comments received from the staff (the “Staff”) of the U.S. Securities and Exchange Commission (the “Commission”) addressed to TEN Holdings, Inc. (the “Company,” “TEN Holdings,” “we,” and “our”). For ease of reference, we have recited the Commission’s oral comments in this response and numbered them accordingly. An amendment No. 7 to the Registration Statement on Form S-1 (“Amendment No. 7”) is being submitted to accompany this letter.
Amendment No. 6 to Registration Statement on Form S-1 filed December 26, 2024
Consolidated Financial Statements
Note 17. Subsequent Events, page F-17
1. On September 27, 2024, you granted options to directors and employees. Please explain in detail how you came up with the valuation of these options.
Response: In response to the Staff’s comments, we respectfully advise that we have corrected the error in our valuation of stock options and revised our disclosure on page F-17 and elsewhere of Amendment No. 7 accordingly.
General
2. An aggregate of 1,122,925 shares of common stock will vest upon the completion of the Company’s offering in relation to the Company’s share compensation plan. Such vesting, the total amount of the value of the stock, and the vesting portions should be reflected throughout the Registration Statement.
Response: In response to the Staff’s comments, we have revised our disclosure throughout Amendment No. 7 accordingly.
We understand that the Company and its management are responsible for the accuracy and adequacy of the disclosures, notwithstanding any review, comments, action or absence of action by the Staff.
We appreciate the assistance the Staff has provided with its comments. If you have any questions, please do not hesitate to call our counsel, Ying Li, Esq., of Hunter Taubman Fischer & Li LLC, at (212) 530-2206.
Very
truly yours,
/s/
Randolph Wilson Jones III
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filename1.htm
TEN
HOLDINGS, INC.
December
30, 2024
Via
EDGAR
Division
of Corporation Finance
Office
of Trade & Services
U.S.
Securities and Exchange Commission
100
F Street, NE
Washington,
D.C., 20549
Attention:
Rebekah
Reed
Taylor
Beech
Scott
Stringer
Rufus
Decker
Re:
TEN
Holdings, Inc.
Amendment
No. 6 to Registration Statement on Form S-1
Filed
December 26, 2024
File
No. 333-282621
Ladies
and Gentlemen:
This
letter is in response to the oral comments received from the staff (the “Staff”) of the U.S. Securities and Exchange Commission
(the “Commission”) addressed to TEN Holdings, Inc. (the “Company,” “TEN Holdings,” “we,”
and “our”). For ease of reference, we have recited the Commission’s oral comments in this response and numbered them
accordingly. An amendment No. 7 to the Registration Statement on Form S-1 (“Amendment No. 7”) is being submitted to accompany
this letter.
Amendment
No. 6 to Registration Statement on Form S-1 filed December 26, 2024
Consolidated
Financial Statements
Note
17. Subsequent Events, page F-17
1.
On September 27, 2024, you granted options to directors and employees. Please explain in detail how you came up with the valuation of
these options.
Response:
In response to the Staff’s comments, we respectfully advise that we have corrected the error in our valuation of stock options
and revised our disclosure on page F-17 and elsewhere of Amendment No. 7 accordingly.
General
2.
An aggregate of 1,122,925 shares of common stock will vest upon the completion of the Company’s offering in relation to the Company’s
share compensation plan. Such vesting, the total amount of the value of the stock, and the vesting portions should be reflected throughout
the Registration Statement.
Response:
In response to the Staff’s comments, we have revised our disclosure throughout Amendment No. 7 accordingly.
We
understand that the Company and its management are responsible for the accuracy and adequacy of the disclosures, notwithstanding any
review, comments, action or absence of action by the Staff.
We
appreciate the assistance the Staff has provided with its comments. If you have any questions, please do not hesitate to call our counsel,
Ying Li, Esq., of Hunter Taubman Fischer & Li LLC, at (212) 530-2206.
Very
truly yours,
/s/
Randolph Wilson Jones III
Name:
Randolph
Wilson Jones III
Title:
CEO
and Director
cc:
Ying
Li, Esq.
Hunter
Taubman Fischer & Li LLC