Trident Digital Tech Holdings Ltd — Regulatory Filings 2026

Jan 10, 2026

S-8 1 ea0272374-s8_trident.htm REGISTRATION STATEMENT

As filed with the Securities and Exchange Commission on January 9, 2026

Registration No. 333-____

Field: Rule-Page

Field: /Rule-Page

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM S-8

REGISTRATION STATEMENT UNDER

THE SECURITIES ACT OF 1933

Trident Digital Tech Holdings Ltd

(Exact name of registrant as specified in its charter)

Cayman Islands	Not Applicable
(State or other jurisdiction of incorporation or organization)	(I.R.S. Employer Identification No.)

Suntec Tower 3,

8 Temasek Boulevard Road, #24-03

Singapore, 038988

+65 6513 6868

(Address, including zip code, of Principal Executive Offices)

2023 Equity Incentive Plan

(Full title of the plan)

Cogency Global Inc. 122 East 42nd Street, 18th Floor New York, NY 10168 (800) 221-0102 (Name, address and telephone number, including area code, of agent for service)

Copies to:

Soon Huat Lim Chief Executive Officer Trident Digital Tech Holdings Ltd Suntec Tower 3, 8 Temasek Boulevard Road, #24-03 Singapore, 038988 +65 6513 6868

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer	☐	Accelerated filer	☐
Non-accelerated filer	☐	Smaller reporting company	☐
		Emerging growth company	☒

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 7(a)(2)(B) of the Securities Act. ¨

Field: Rule-Page

Field: /Rule-Page

Field: Page; Sequence: 1

Field: /Page

EXPLANATORY NOTE

This Registration Statement is filed by Trident Digital Tech Holdings Ltd (the “Registrant”) to register additional securities issuable pursuant to the Second Amended and Restated 2023 Equity Incentive Plan and consists of only those items required by General Instruction E to Form S-8.

At its annual general meeting of shareholders on December 23, 2025, the Registrant approved and adopted the Second Amended and Restated 2023 Equity Incentive Plan to adjust the number of shares available for awards to 230,191,250 Class B ordinary shares. Based on the above, the additional securities registered hereby consist of 230,191,250 Class B ordinary shares.

In accordance with General Instruction E to Form S-8 , the registration statement on Form S-8 (File No. 333-284116), as filed with the Securities and Exchange Commission (the “Commission”) on January 2, 2025, as amended and filed with the Commission on January 9, 2026 is incorporated herein by reference, except as otherwise set forth herein.

Field: Page; Sequence: 2; Options: NewSection; Value: 1

Field: Sequence; Type: Arabic; Name: PageNo 1 Field: /Sequence

Field: /Page

EXHIBIT INDEX

Exhibit Number	Description of Exhibit
107*	Filing Fee Table

• Filed herewith.

Field: Page; Sequence: 3; Value: 1

Field: Sequence; Type: Arabic; Name: PageNo 2 Field: /Sequence

Field: /Page

SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the Registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-8 and has duly caused this registration statement to be signed on its behalf by the undersigned, thereunto duly authorized, in Singapore, on January 9, 2026.

/s/ Soon Huat Lim
Name:	Soon Huat Lim
Title:	Chairman and Chief Executive Officer

Pursuant to the requirements of the Securities Act, this Registration Statement has been signed by the following persons in the capacities indicated on the dates indicated:

Signature		Title	Date
/s/ Soon Huat Lim		Chairman and Chief Executive Officer	January 9, 2026
Name:	Soon Huat Lim	(principal executive officer)
*		Chief Financial Officer
Name:	Haiyan Huang	(principal financial officer
and	January 9, 2026
		principal accounting officer)
*		Chief Technology Officer and Director	January 9, 2026
Name:	Poh Kiong Tan
*		Independent director	January 9, 2026
Name:	How Teck Lim
*		Independent director	January 9, 2026
Name:	Noi Keng Koh
*		Independent director	January 9, 2026
Name:	Chwee Koh Chua

* By:
Name:	Soon Huat Lim
Title:	Attorney-in-fact

Field: Page; Sequence: 4; Value: 1

Field: Sequence; Type: Arabic; Name: PageNo 3 Field: /Sequence

Field: /Page

SIGNATURE OF AUTHORIZED REPRESENTATIVE IN THE UNITED STATES

Pursuant to the Securities Act of 1933, the undersigned, the duly authorized representative in the United States of Trident Digital Tech Holdings Ltd, has signed this registration statement or amendment thereto in New York on January 9, 2026.

/s/ Colleen A. De Vries
Name:	Colleen A. De Vries
Title:	Senior Vice President for and on behalf of Cogency Global Inc.

4

Field: Rule-Page

Field: /Rule-Page