SRSEC Reporting Desk

Industries

Insurance

6 SEC staff comments and 12 disclosure examples from companies in this industry.

SIC codes included: 6411 Insurance Agents, Brokers & Service, 6331 Fire, Marine & Casualty Insurance, 6311 Life Insurance, 6324 Hospital & Medical Service Plans, 6321 Accident & Health Insurance, 6351 Surety Insurance

Disclosure examples by topic

Insurance: Fair value: Level 3 measurements3 examplesInsurance: Insider trading policies (Item 408(b))1 exampleInsurance: Segment reporting (ASU 2023-07)1 exampleInsurance: Non-GAAP measures in MD&A1 exampleInsurance: Supplier finance programs (ASU 2022-04)1 exampleInsurance: Liquidity & capital resources (MD&A)1 exampleInsurance: Discontinued operations (ASC 205-20)1 exampleInsurance: Restructuring (ASC 420)1 exampleInsurance: Crypto assets (ASU 2023-08)1 exampleInsurance: Risk factors (Item 1A)1 example

What the SEC staff asked companies in this industry

IFRS & Foreign Private Issuers (4)Exhibits, Certifications & Signatures (1)China-Based Issuers (1)Business Description (Item 101) (1)Related Parties (1)Filer Status & Cover Page (1)

XChange TEC.INC (XHG) · 2026-03-02 · Form 20-F for Fiscal Year Ended September 30, 2024 Response dated September 26, 2025 Form 20-F for Fiscal Year Ended Sep · Comment 1 · General Responded
Staff comment: Please provide us with your analysis explaining why the sale of ownership in your apartment rental business and subsequent acquisition of insuretech business did not require shareholder approval or registration under Rule 145 of the Securities Act. letter →
Company response: to prior comment 1 to our letter dated September 17, 2025, related to your Annual Report on Form 20-F for the fiscal year ended September 30, 2024. Based on your response it appears that you have sold 25,770,000 ADSs since December 2023, the date when your business changed from “technology-driven long term apartment rental platform in China” to the “insurance agency and insurance technology business” in the PRC. Please provide us with legal analysis as to why the acquisition of the new insuretech business did not constitute a fundamental change that required you to file a post-effective amendment to the registration statement on Form F-3, file no. 333-258187, to continue to make sales off… response letter →
XChange TEC.INC (XHG) · 2026-03-02 · Form 20-F for Fiscal Year Ended September 30, 2024 Response dated September 26, 2025 Form 20-F for Fiscal Year Ended Sep · Comment 2 · Signatures, page 107 Responded
Staff comment: We note your response to prior comment 13 and that your signatures were included prior to the financials statements. The signatures should appear at the end of the Annual Report on Form 20-F following the included financial statements. Please revise in future filings. letter →
Company response: Updated disclosure has been added on pages 5 and 6 of the Amended Registration Statement to include the related party transaction involving Haoju Artificial Intelligence Technology Co., Ltd., as well as the other related party transactions for the period specified in Item 7 of Form 20-F. response letter →
Exhibits, Certifications & SignaturesIFRS & Foreign Private Issuers
XChange TEC.INC (XHG) · 2026-02-04 · Amendment No 1. to Registration Statement on Form F-3 Filed October 29, 2025 · Comment 1 · General Awaiting / response not in dataset
Staff comment: We note your response to prior comment 1 to our letter dated September 17, 2025 related to your Annual Report on Form 20-F for the fiscal year ended September 30, 2024. Based on your response it appears that you have sold 25,770,000 ADSs since December 2023, the date when your business changed from "technology-driven long- term apartment rental platform in China" to the "insurance agency and insurance technology business" in the PRC. Please provide us with legal analysis as to why the acquisition of the new insuretech business did not constitute a fundamental change that required you to file a post-effective amendment to the registration statement on Form F- 3, file no. 333-258187, to… letter →
China-Based IssuersBusiness Description (Item 101)IFRS & Foreign Private Issuers
XChange TEC.INC (XHG) · 2026-02-04 · Amendment No 1. to Registration Statement on Form F-3 Filed October 29, 2025 · Comment 2 · Page 2 Awaiting / response not in dataset
Staff comment: We note your responses to prior comments 8 and 11 in our letter dated September 17, 2025 related to your Annual Report on Form 20-F for the fiscal year ended September 30, 2024. We also note that the prior transaction with Haoju Artificial Intelligence Technology Co., Ltd. was a related party transaction. Please revise the registration statement to include this related party transaction, as well as other related party transactions for the period specified in Item 7 of Form 20-F. letter →
Related PartiesIFRS & Foreign Private Issuers
XChange TEC.INC (XHG) · 2026-02-04 · Amendment No 1. to Registration Statement on Form F-3 Filed October 29, 2025 · Comment 3 · transactions for the period specified in Item 7 of Form 20-F. Awaiting / response not in dataset
Staff comment: Please provide us with your analysis explaining why the sale of ownership in your apartment rental business and subsequent acquisition of insuretech business did not require shareholder approval or registration under Rule 145 of the Securities Act. letter →
IFRS & Foreign Private Issuers
XChange TEC.INC (XHG) · 2026-02-04 · Amendment No 1. to Registration Statement on Form F-3 Filed October 29, 2025 · Comment 4 · require shareholder approval or registration under Rule 145 of the Securities Act. Awaiting / response not in dataset
Staff comment: Based on your response to our prior comment 1 to our letter dated September 17, 2025, it appears that you have sold 25,770,000 ADSs since December 2023. Please provide us with detailed legal analysis as to your Form F-3 eligibility at each of the three takedowns in 2024 and 2025. Please clarify how you concluded that you were eligible to sell 13.9 million ADSs on December 19, 2024, 2 million ADSs on March 18, 2025 and 9.87 million ADSs on April 18, 2025. Please be detailed as to what your public float was at each of the referenced takedowns and detail the timeliness of all applicable updates to your financial statements. letter →
Filer Status & Cover Page

Templates & resources

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