CHGA on Nasdaq

Change Agents Corporation.

Change Agents Corporation. is an American computer programming services company based in Freehold.1 Its shares trade on Nasdaq under the symbol CHGA.1

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Last updated Oct 21, 2026.

Overview

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  • TickerCHGA on Nasdaq1
  • IndustryServices-Computer Programming Services1
  • HeadquartersFreehold, New Jersey1
  • Incorporated inDE2
  • Business address4400 Route 9, Suite 3100, Freehold, Nj 077282
  • Filer categoryNon-accelerated filer, Smaller reporting company2
  • Legal formCorporation

Avalon Quantum AI, LLC, our wholly owned subsidiary formed in connection with our acquisition of RPM Interactive, Inc. in December 2025.4 From its latest annual report

Financials

From the company’s reports to the SEC. Every number links to the filing it came from.

Key numbers, fiscal 2025

-100.0%Revenue growth, 20255
-197.8%Return on equity5

Financial statements

Revenue6789105$0 in 2025
0$500.0K$1.0M$1.5M$2.0M2019: $1.5M$1.5M20192020: $1.4M$1.4M2020−11%2021: $1.4M$1.4M2021+1%2022: $1.2M$1.2M2022−14%2023: $1.3M$1.3M2023+4%2024: $1.3M$1.3M2024+6%2025: $0$02025
Gross profit678$272.7K in 2022−20% since 2019
0$200.0K$400.0K$600.0K2019: $339.9K$339.9K20192020: $390.2K$390.2K2020+15%2021: $414.5K$414.5K2021+6%2022: $272.7K$272.7K2022−34%
Operating income6789105-$7.6M in 2025−61% since 2019
-$20.0M-$15.0M-$10.0M-$5.0M02019: -$19.4M-$19.4M20192020: -$12.5M-$12.5M2020−36%2021: -$8.8M-$8.8M2021−29%2022: -$8.8M-$8.8M2022−0%2023: -$15.8M-$15.8M2023+79%2024: -$4.8M-$4.8M2024−69%2025: -$7.6M-$7.6M2025+57%
Net income6789105-$18.3M in 2025+1% since 2019
-$20.0M-$15.0M-$10.0M-$5.0M02019: -$18.1M-$18.1M20192020: -$12.7M-$12.7M2020−30%2021: -$9.1M-$9.1M2021−28%2022: -$11.9M-$11.9M2022+31%2023: -$16.7M-$16.7M2023+40%2024: -$7.9M-$7.9M2024−53%2025: -$18.3M-$18.3M2025+131%

Every line of the income statement as filed: the last 2 fiscal years, latest first.5

Period ending2025-12-312024-12-31
INCOME (LOSS) FROM EQUITY METHOD INVESTMENT - LAB SERVICES MSO$392.7K-$846.6K
Advertising and marketing expenses$843.5K$237.7K
Professional fees$5.3M$1.6M
Compensation and related benefits$1.1M$1.3M
Other general and administrative expenses$784.8K$857.9K
Total Other Operating Expenses$8.0M$4.0M
LOSS FROM OPERATIONS-$7.6M-$4.8M
Interest expense - amortization of debt discount and debt issuance costs-$1.1M-$1.3M
Interest expense - other-$320.3K-$325.5K
Interest expense - related party-$42.4K
Debt modification charge-$838.8K
Change in fair value of derivative liability$538.2K$374.4K
Loss on extinguishment of debt-$9.1M
Other income (expense)$67.6K-$74.2K
Total Other Expense, net-$9.9M-$2.2M
LOSS BEFORE INCOME TAXES-$17.5M-$7.0M
NET LOSS FROM CONTINUING OPERATIONS-$17.5M-$7.0M
NET LOSS FROM DISCONTINUED OPERATIONS-$742.1K-$863.8K
NET LOSS-$18.3M-$7.9M
NET LOSS AFTER NONCONTROLLING INTEREST-$18.3M-$7.9M
DEEMED CONTRIBUTION ON EXCHANGE OF EQUITY INSTRUMENTS$162.5K
NET LOSS ATTRIBUTABLE TO AVALON GLOBOCARE CORP. COMMON SHAREHOLDERS-$18.1M-$7.9M
Basic, continuing operations (in Dollars per share)-$5-$8
Diluted, continuing operations (in Dollars per share)-$5-$8
Basic, discontinued operations (in Dollars per share)-$0-$1
Diluted, discontinued operations (in Dollars per share)-$0-$1
Net Loss Per Common Share Attributable Common Shareholders basic (in Dollars per share)-$5.64-$8.44
Net Loss Per Common Share Attributable Common Shareholders diluted (in Dollars per share)-$5.64-$8.44
Weighted Average Common Shares Outstanding Basic (in Shares)3.2M shares936.6K shares
Weighted Average Common Shares Outstanding diluted (in Shares)3.2M shares936.6K shares
Unrealized foreign currency translation loss-$9.4K-$273
COMPREHENSIVE LOSS-$18.3M-$7.9M
COMPREHENSIVE LOSS ATTRIBUTABLE TO AVALON GLOBOCARE CORP. COMMON SHAREHOLDERS-$18.3M-$7.9M

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Corporate structure

Change Agents Corporation. sits at the top of its group. 7 entities, 3 countries on record. Switch between the flow chart and the network, and select any entity to see its details.

Major holders of Change Agents Corporation.

  • ARMISTICE CAPITAL, LLC Filed SCHEDULE 13G on Change Agents Corporation., latest Aug 14, 2026 (2 filings since May 15, 2026)
  • INTRACOASTAL CAPITAL, LLC Filed SCHEDULE 13G/A on Change Agents Corporation., latest Aug 13, 2026 (2 filings since Mar 5, 2026)
  • Wenzhao Lu Filed SC 13D/A on Change Agents Corporation., latest Jan 25, 2024
  • Change Agents Corporation. Freehold, New Jersey
    • Avalon (Shanghai) Healthcare Technology Co., Ltd Subsidiary · China
    • Avalon Healthcare System Inc. Subsidiary · Delaware, United States
    • Avalon Laboratory Services, Inc. Subsidiary · Delaware, United States
    • Avalon Quantum AI, LLC Subsidiary · Nevada, United States
    • Nexus MergerSub Limited Subsidiary · British Virgin Islands
    • Q&A Distribution LLC Subsidiary · Texas, United States

Built from subsidiaries listed in Exhibit 21 of annual reports filed with the SEC; major holders from Schedules 13D and 13G. Each entity in the chart links to its source.

What it owns

What Change Agents Corporation. reports owning in its annual reports to the SEC: buildings, land and equipment, real estate and locations, investments, intangible assets and inventory, at the end of its latest fiscal year and a year before.

Property and equipment

ItemLatestA year beforeChange
Property and equipment, before depreciation$54.5K10 Dec 31, 2024$155.3K10 Dec 31, 2023−64.9%
Accumulated depreciation$9.3K5 Dec 31, 2025$8.3K5 Dec 31, 2024+11.8%
Property and equipment, net$7275 Dec 31, 2025$1.3K5 Dec 31, 2024−44.0%
Operating-lease assets (leased space)$4.7K5 Dec 31, 2024$128.2K10 Dec 31, 2023−96.3%

Real estate and locations

ItemLatestA year beforeChange
Real estate investments, net$7.0M10 Dec 31, 2024$7.2M10 Dec 31, 2023−2.3%
Real estate investments, at cost$8.2M10 Dec 31, 2024$8.2M10 Dec 31, 20230%

Investments

ItemLatestA year beforeChange
Cash and cash equivalents$109.1K5 Dec 31, 2025$2.7M5 Dec 31, 2024−95.9%
Stakes in other companies (equity method)$10.6M5 Dec 31, 2024$12.1M10 Dec 31, 2023−12.1%
Deposits held (banks)$81.2K10 Dec 31, 2024$81.2K10 Dec 31, 20230%

Intangibles and goodwill

ItemLatestA year beforeChange
Goodwill$12.8M5 Dec 31, 2025
Intangible assets, net (excluding goodwill)$2.2M5 Dec 31, 2025$8.7M10 Dec 31, 2024−75.3%
Finite-lived intangibles, gross$15.1M5 Dec 31, 2025$7.5M8 Dec 31, 2022+100.8%
Accumulated amortization$93.8K5 Dec 31, 2025$573.2K13 Dec 31, 2019−83.6%
Finite-lived intangibles, net$15.0M5 Dec 31, 2025$1.3M14 Dec 31, 2018+1091.9%

Inventory

ItemLatestA year beforeChange
Finished goods$74.8K5 Dec 31, 2025$92.2K5 Dec 31, 2024−18.9%

Properties, in its own words

Our principal executive offices are located at 4400 Route 9 South, Freehold, New Jersey 07728, where we have maintained our offices since our founding in 2014. We currently lease this office space pursuant to a lease agreement, as described further below.

Sale of Route 9 Property

The rest of Item 2

The building located at 4400 Route 9 South was previously owned by our wholly owned subsidiary, Avalon RT 9 Properties, LLC. On February 18, 2026, we completed the sale of 100% of the membership interests of Avalon RT 9 Properties, LLC to Wenzhao Lu, a director of our company, for a total aggregate purchase price of approximately $9,000,000. The sale price was determined based on an independent appraisal of the property conducted by CBRE, which valued the building at $8.7 million, and was reviewed and approved by the disinterested members of our Board of Directors in accordance with our related party transaction policy. The transaction is described further in Item 13 — Certain Relationships and Related Transactions of this Annual Report. Following the completion of the sale, we continue to lease our principal executive offices at 4400 Route 9 South from the new owner pursuant to a lease agreement.

Other Office Space

We lease additional office space to support our operations. The location of our office facilities is not critical to our operations, and we anticipate no difficulty in extending our existing leases or obtaining comparable office space on commercially reasonable terms as needed.

Lease Obligations

We are obligated under various lease agreements providing for office space that expire at various dates through December 31, 2027. Total rent expense under these lease agreements was approximately $97,000 and $127,000 for the fiscal years ended December 31, 2025 and 2024, respectively.

Adequacy of Facilities

We believe that our existing facilities are suitable and adequate to meet our current operational needs. We intend to add new facilities or expand our existing facilities as we add employees and as our business grows, and we believe that suitable additional or substitute space will be available on commercially reasonable terms to accommodate any such expansion.

Item 2 of the 10-K filed Mar 30, 2026.4

Leadership

Who has led Change Agents Corporation., and when. Pick a name to see everywhere that person has worked.

Chief financial officer

  1. Luisa Ingargiola2017–2020

Chief operating officer

  1. Meng Li2016–2020
20202025
  • Chief executive officerMeng Li Jul 13, 2026 to now15
  • Chief executive officerDavid Jin Oct 28, 2016 to Feb 25, 202016
  • PresidentDavid Jin Oct 28, 2016 to Feb 25, 202016
  • Chief financial officerLuisa Ingargiola Feb 21, 2017 to Feb 25, 202017
  • Chief operating officerMeng Li Oct 28, 2016 to Feb 25, 202018
Board members and other officers (11)

Named in SEC Form D filings

People the company listed in its private-offering notices.

  • DirectorMichael A. Mathews named Mar 12, 202628

Subsidiaries and ownership

Subsidiaries (Exhibit 21)

  • Avalon (Shanghai) Healthcare Technology Co., Ltd China3
  • Avalon Healthcare System Inc. Delaware3
  • Avalon Laboratory Services, Inc. Delaware3
  • Avalon Quantum AI, LLC Nevada3
  • Nexus MergerSub Limited British Virgin Islands3
  • Q&A Distribution LLC Texas3

The subsidiaries the company lists in Exhibit 21 of its annual report, as filed.

Former names

  • Avalon Globocare Corp.Jan 4, 2019 to Jul 13, 20262
  • GLOBAL TECHNOLOGIES CORPFeb 19, 2015 to Oct 11, 20162

Timeline

  1. Oct 8, 20268-K Executive or director change29
  2. Oct 2, 20268-K Entered a material agreement; New debt or obligation; Unregistered sale of shares30
  3. Sep 18, 20268-K Entered a material agreement; New debt or obligation; Unregistered sale of shares31
  4. Sep 14, 20268-K Entered a material agreement; New debt or obligation; Unregistered sale of shares32
  5. Aug 31, 20268-K Other events33
  6. Aug 31, 20268-K Change to shareholders' rights; Bylaws or fiscal year changed; Regulation FD disclosure34
  7. Aug 24, 20268-K Entered a material agreement; Unregistered sale of shares35
  8. Aug 18, 20268-K Entered a material agreement; New debt or obligation; Unregistered sale of shares36
  9. Aug 5, 20268-K Unregistered sale of shares37
  10. Jul 29, 20268-K Entered a material agreement; New debt or obligation; Unregistered sale of shares38
  11. Jul 23, 20268-K Entered a material agreement; Unregistered sale of shares39
  12. Jul 21, 20268-K Bylaws or fiscal year changed; Other events40
  13. Jul 13, 2026New chief executive Meng Li becomes CEO15
  14. Oct 28, 2016New chief executive David Jin becomes CEO16

Calendar

Coming up

  1. Nov 13, 2026Reports results for the quarter ending Sep/202641

When it reported results

  1. Apr 27, 2023Reported quarterly or annual results42

Upcoming dates from Nasdaq's calendar; past results from the company's 8-K filings (Item 2.02). The full markets calendar

Filings

223 filings to the SEC since October 2021: 5 annual reports, 15 quarterly reports, 114 major events, 18 insider forms, 5 large holders, 2 private raises, 64 other. The latest 20:

  1. Oct 8, 20268-K CURRENT REPORT EDGAR
  2. Oct 2, 20268-K CURRENT REPORT EDGAR
  3. Sep 29, 2026DEF 14A DEFINITIVE PROXY STATEMENT EDGAR
  4. Sep 18, 2026EFFECT EDGAR
  5. Sep 18, 2026424B3 PROSPECTUS EDGAR
  6. Sep 18, 20268-K/A AMENDMENT NO. 1 TO FORM 8-K EDGAR
  7. Sep 18, 2026PRER14A REVISED PRELIMINARY PROXY STATEMENT EDGAR
  8. Sep 16, 2026S-1/A AMENDMENT NO. 3 TO FORM S-1 EDGAR
  9. Sep 15, 2026S-1/A AMENDMENT NO. 2 TO FORM S-1 EDGAR
  10. Sep 14, 20268-K CURRENT REPORT EDGAR
  11. Aug 31, 20268-K CURRENT REPORT EDGAR
  12. Aug 31, 20268-K CURRENT REPORT EDGAR
  13. Aug 26, 2026PRER14A REVISED PRELIMINARY PROXY STATEMENT EDGAR
  14. Aug 25, 2026S-1/A AMENDMENT NO. 1 TO FORM S-1 EDGAR
  15. Aug 24, 20268-K CURRENT REPORT EDGAR
  16. Aug 21, 2026S-8 REGISTRATION STATEMENT EDGAR
  17. Aug 18, 20268-K CURRENT REPORT EDGAR
  18. Aug 14, 202610-Q QUARTERLY REPORT EDGAR
  19. Aug 14, 2026SCHEDULE 13G EDGAR
  20. Aug 13, 2026SCHEDULE 13G/A EDGAR

The 223 filings since October 2021 can be filtered by form type and year here when JavaScript is on.

Every filing from the last five years, summarized. The full record is on SEC EDGAR.

Major holders

Investors who own more than 5% of the shares must tell the SEC: a 13D if they may seek to influence the company, a 13G if they hold passively.

Funding

Where the company's money came from, by calendar year: private offerings filed with the SEC, federal grants, loans, contracts and other assistance from USAspending.gov, and PPP loans from the SBA. Each bar links to the records below.

Money received by year$4.0M 2023–2026
Money received by yearMoney received by year, 2023–2026: $4.0M in all. Private raises (Form D) $4.0M.$0$1M$2M$3M$4M2023 · Private raises (Form D): $700.0K2023202420252026 · Private raises (Form D): $3.2M2026
Figures by year
YearPrivate raises (Form D)Total
2026$3.2M$3.2M
2023$700.0K$700.0K

Private raises

Private offerings the company reported to the SEC on Form D. The amount is what the latest filing says was sold so far, charted in the year of the first sale. Covers filings since Oct 1, 2021.

  1. Feb 27, 2026Raised $3.2 million in a private offering of equity28 Form D: 2 investors so far Form D
  2. Oct 9, 2023Raised $700,000 in a private offering of securities46 Form D: 2 investors so far Form D

SEC filer profile

How Change Agents Corporation. is registered with the Securities and Exchange Commission, from its EDGAR record and the cover page of its latest annual report.

  • Name on EDGARChange Agents Corporation.1
  • CIK0001630212
  • Employer ID (EIN)47-16851284
  • Filer statusNon-accelerated filer not an emerging growth company; a smaller reporting company; not a shell company4
  • Incorporated inDelaware4
  • Fiscal year endsDecember 311
  • Industry code (SIC)7371 Services-Computer Programming Services1
  • SEC reviewing officeOffice of Technology, Division of Corporation Finance1
  • Business address4400 Route 9, Suite 3100, Freehold, NJ 077281
  • Phone732-780-44001
  • Shares outstanding19,946,803 as of Aug 10, 202612
  • Public float$5.5M as of Jun 30, 20254
  • AuditorM&K CPAS, PLLC, The Woodlands, TX PCAOB ID 2738; no auditor attestation of internal control over financial reporting4
  • On EDGAR sinceFeb 19, 20151
  • Filings393 in all: 8-K (160), 10-Q (35), 4 (32), 3 (13), 8-K/A (12), 10-K (11), DEF 14A (10), S-1/A (10)1
    All 44 form types

    CORRESP (8), PRER14A (8), 425 (6), EFFECT (6), S-1 (6), UPLOAD (6), PRE 14A (5), SC 13D (5), 424B3 (4), D (4), DEFA14A (4), NT 10-Q (4), S-3 (4), 4/A (3), 424B5 (3), RW (3), SC 13D/A (3), SCHEDULE 13G (3), 10-Q/A (2), ARS (2), DEF 14C (2), DEL AM (2), NT 10-K (2), PRE 14C (2), S-8 (2), 424B2 (1), 424B4 (1), 8-A12B (1), 8-A12G (1), CERT (1), DRS (1), PREM14A (1), S-3/A (1), S-4 (1), S-4/A (1), SCHEDULE 13G/A (1)

  • Latest filingsAnnual report (10-K) Mar 30, 2026
    Quarterly report (10-Q) Aug 14, 2026
    Proxy statement (DEF 14A) Sep 29, 2026
    Latest 8-K (8-K) Oct 8, 2026

Securities registered for trading

ClassSymbolExchange
Common Stock, par value $0.0001 per shareALBTNasdaq

From the cover page of the 10-K filed Mar 30, 2026 (Section 12(b) of the Exchange Act).4

Risk factors and legal proceedings

The risks Change Agents Corporation. names in Item 1A of its 10-K filed Mar 30, 2026: 33 risks under these headings, as written.4

  • Risks Relating to Our Business and Operations
  • We have a limited operating history in our current business segments, which makes it difficult to evaluate our business and future prospects.
  • We have a history of net losses and an accumulated deficit, which raises substantial doubt about our ability to continue as a going concern.
  • We have not generated sustainable revenue since inception, and we may not be able to generate sufficient revenue to achieve or maintain profitability.
  • We may not be successful in commercializing our AI platform or our Keto Air product, either of which would materially harm our business.
  • Our RPM platform is in an early stage of development and is based on new and evolving AI technologies, which are subject to significant uncertainty.
  • We face intense competition in both of our business segments, and many of our competitors have substantially greater resources than we do.
  • We may encounter difficulties associated with early-stage companies that could adversely affect our operations.
  • Our success depends on the continued services of our key personnel, the loss of whom could materially harm our business.
  • Our strategy of continuing to evaluate additional possible acquisitions to supplement our operations involves significant risks, and we may not be able to identify, complete, or successfully integrate any such acquisitions.
  • We depend on third parties for supplies and services critical to our Keto Air business, and any disruption could adversely affect our operations.
  • The termination of our proposed merger with YOOV Group Holding Limited may continue to adversely affect our business, financial condition, and stock price.
The other 22 risks
  • Risks Relating to Artificial Intelligence and Technology
  • The use of AI in our platform may give rise to legal liability, reputational harm, and regulatory scrutiny.
  • Our RPM platform's AI avatar feature, which replicates individual voices and likenesses, exposes us to significant legal risks under right of publicity, biometric privacy, and related laws.
  • The content generated by our platform may infringe the intellectual property rights of third parties, which could expose us to significant liability.
  • We may not be able to protect our intellectual property rights, which could impair our competitive position.
  • Laws and regulations governing artificial intelligence are rapidly evolving, and compliance may be costly and uncertain.
  • Our platform's content may be restricted or removed by major social media and content distribution platforms, which could significantly impair the utility and commercial appeal of our product.
  • Our business depends on the reliable performance of third-party cloud and infrastructure providers, and any disruption to these services could adversely affect our operations.
  • Cybersecurity breaches or incidents could damage our reputation and adversely affect our business.
  • We are subject to data privacy and security laws that impose significant compliance obligations, and any failure to comply could result in material liability.
  • Risks Relating to Our Capital Structure and Nasdaq Listing
  • We will need to raise additional capital to fund our operations and growth, and we may not be able to do so on acceptable terms, or at all.
  • We have outstanding indebtedness that could adversely affect our financial condition and liquidity.
  • Future sales and issuances of our securities could result in additional dilution of the percentage ownership of our stockholders and could cause our share price to fall.
  • Future issuances of our securities, including upon conversion of our outstanding preferred stock, will dilute the ownership interests of our existing stockholders and may depress the trading price of our common stock.
  • Our Series E Non-Voting Convertible Preferred Stock is subject to an Exchange Cap and requires stockholder approval under Nasdaq Listing Rule 5635 prior to conversion, and there can be no assurance that we will obtain such approval.
  • We must maintain compliance with Nasdaq continued listing standards, and there can be no assurance that we will be able to do so.
  • Significant related party transactions, including the sale of our Route 9 property to a director, create conflicts of interest and could adversely affect stockholder confidence in our corporate governance.
  • Our officers, directors, and significant stockholders collectively hold a significant percentage of our outstanding common stock, which may limit the ability of other stockholders to influence corporate decisions.
  • Provisions in our charter documents and Delaware law may have anti-takeover effects that could prevent a change of control that stockholders may consider favorable.
  • Our common stock price has been and may continue to be highly volatile, and stockholders could suffer substantial losses.
  • Risks Relating to General Economic and Market Conditions
  • Adverse economic conditions could reduce demand for our products and services and harm our business.
  • Geopolitical developments and trade restrictions, including those affecting our supply chain for the Keto Air device, could adversely affect our operations.
  • Changes in government spending priorities and regulatory policy could affect our business in ways we cannot predict.

Legal proceedings

From time to time, we may become involved in various lawsuits and legal proceedings, which arise in the ordinary course of business. Litigation is subject to inherent uncertainties, and an adverse result in these or other matters may arise from time to time that may harm our business. We are currently not aware of any such legal proceedings or claims that will have, individually or in the aggregate, a material adverse effect on our business, financial condition or operating results.

The opening of Item 3, Legal Proceedings.4

Sources

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