Roze Ai Inc. (RZAI)

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AI: Overvalued

SEC issuer and currently listed common-security identity verifiedRoze AI Inc. (CIK 0002075335) is the issuer of Nasdaq-listed RZAI common shares, no par value. RZAI is not a unit or warrant ticker.

FACT: The SEC's September 28, 2026 Form 8-A12B registers Roze AI Inc.'s common shares, no par value, under Exchange Act Section 12(b) on The Nasdaq Stock Market LLC. The September 30 Form F-1 independently identifies the trading symbol as RZAI and the venue as Nasdaq Capital Market. The company's official website confirms its September 29, 2026 direct listing and ticker. Roze AI Inc. is a British Columbia holding company incorporated April 7, 2023, operating through Roze AI Korea Co., Ltd., formerly ROZETATECH Co., Ltd. The Korean predecessor was established in 2015; it is not a separate current Nasdaq-listed security. The filings also describe preferred shares and warrants, but these must not be confused with the listed common shares. An earlier direct-listing prospectus included 4,260,000 common shares issuable upon warrant exercise. The later September 30 resale registration covers common shares, including shares potentially issuable upon preferred-share conversion. RZAI must also not be confused with Rezolve AI PLC, which trades under RZLV.

Approximately $608 million market capitalization implies substantial execution eAt the October 23, 2026 regular-session close of $10.92, reported equity capitalization was approximately $607.62 million. This is a substantial valuation for an early-stage listed business with material project-execution uncertainty.

FACT: MarketBeat reports a $607.62 million market capitalization at the October 23 close. Stock Titan reports approximately $606.5 million, illustrating small differences in share-count or quote methodology. INFERENCE: The price appears to discount substantial future commercial success rather than relying principally on established, recurring operating earnings. The September 30 SEC Form F-1 warns of a large decline in 2025 revenue associated partly with South Korean construction-market weakness. A conventional trailing P/E or price-to-sales multiple is not asserted because the exact comparable audited denominator and fully diluted share count have not been independently reconciled here. The Overvalued classification is therefore a qualitative, risk-adjusted assessment rather than a precise intrinsic-value calculation.

Dilution, resale supply and voting concentration create valuation headwindsThe September 30 F-1 registers up to 19,814,230 common shares for resale, including 18,750,000 potentially issuable shares and 1,064,230 advisory shares.

FACT: The September 30, 2026 Form F-1 describes 1,250,000 Class C preferred shares issued September 28 and registers up to 18,750,000 underlying common shares using the prospectus's 150% registration methodology. This registration amount is not necessarily the number ultimately issued or sold. Existing selling shareholders, rather than Roze AI, receive proceeds from their registered resales. The filing also states that Young Jin Cho controls approximately 58% of voting power, potentially increasing to 61% following specified consulting-share issuance. INFERENCE: Potential conversion-related dilution, selling pressure and concentrated voting control warrant a higher required return and a valuation discount. The market capitalization should not be treated as a fully diluted valuation without reconciling all preferred conversions, warrants and other share commitments.

Large announced project values are not realized revenueThe approximately $111.8 million October memorandum is non-binding, while the previously disclosed approximately $172.2 million Daegu project remains dependent on financing and execution.

FACT: The October 19 company release explicitly states that its KRW 150 billion potential project target is neither a confirmed order nor revenue guidance. It also reiterates that operations under the Daegu AI Data Center contract have not commenced, no associated revenue has been generated and project financing has not been secured. The Daegu figure in the release includes VAT and uses a different exchange rate from the September 30 F-1's approximately $137.8 million excluding-VAT disclosure; these are not two separate contracts. FACT: RZAI closed at $10.92 on October 23 versus the SEC-reported $17.17 close on September 29, a decline of approximately 36.4%. INFERENCE: Despite this correction, the combination of uncertain revenue conversion, financing dependencies, dilution exposure and roughly $608 million equity capitalization supports Overvalued as of October 25, 2026. Upside is possible if projects become financed, binding, delivered and profitable; this verdict is not a prediction of near-term share-price direction.

AI: News

October 19, 2026: Roze AI signs agreement targeting approximately $111.8 millionRoze AI Korea signed an October 16 memorandum of agreement with Mullae District 3 Complex Development Co., Ltd. to evaluate AI fire-safety technology for a proposed mixed-use development in Seoul.

The company announced the agreement on October 19 at 08:30 EDT. Its preliminary KRW 150 billion target, approximately $111.8 million including VAT, concerns potential systems, services and related work. The proposed development includes residential, industrial and neighborhood commercial facilities. The memorandum remains effective through March 31, 2027 unless terminated or extended. Crucially, it is non-binding: final scope, approvals, feasibility, commercial terms and a definitive agreement remain outstanding. The amount is not booked revenue, a confirmed purchase order or management revenue guidance. The release separately discusses the previously disclosed Daegu project, which should not be counted as a new October award.

October 13, 2026: Roze AI announces approximately $14.8 million in three South KThe company reported three additional contracts with existing customers Hajo and IJ, totaling KRW 19.88481 billion including VAT, for digital-twin AI fire-risk systems and related fire-protection works.

Announced October 13 at 08:30 EDT, the contracts cover Hapjeong District 5, approximately $6.10 million; Hapjeong District 6, approximately $7.49 million; and Nonhyeon ALT2, approximately $1.22 million. These are distinct projects and are separate from the October 6 contracts. Construction is expected to begin in the first half of 2027. Contract amounts remain subject to implementation schedules, design revisions and contractual postponement or cancellation provisions. The headline aggregate is contract value including VAT, not recognized revenue or guaranteed profit. INFERENCE: These awards strengthen evidence of customer demand, but their timing and execution risks limit their immediate contribution to fundamental valuation.

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Revenue

2024

2025

Net income

2024

2025

Free cash flow

No reported data

Total cash / debt

CashTotal debt

No reported data

Financial statements

	2025	2024
Revenue	$2.3M	$8.2M
Research & development	$2.4M	$988,881
Net income	−$6.0M	−$1.4M
Net profit margin	−262.73%	−17.56%

Review official source filings ↗

Owners

Reported shareholders

Reference date Sep 30, 2026

Reported holdings Number of shares

View holders

Top 6 reported holders of RZAI
Holder	Shares held
Cho Young Jin	9M
Cho Seog Hun	1.33M
Lee Seon Ho	227.28K
Jeong O Jang	74.79K
Lee Seung Ju	66.24K
Jung Chang Sik	34.19K

Bars compare reported share counts. A matching total for this share class and reporting period is unavailable, so percentages are not shown.

Source: SEC Form 3 ↗Updated Oct 21, 2026 · Quarterly data

Insider buys & sells

Oct 1, 2024–Sep 30, 2026

Buys0$0.00 disclosed value

Sells (SEC code S)0$0.00 disclosed value

No insider transactions transactions were reported in the stored SEC coverage.

Review ownership filings at SEC.gov ↗

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