Betterware holder reports 51.36% control stake

BETTERWARE’s June 2, 2026 stock-financed deal for Tupperware Latin America added 2,241,133 shares, increasing float and lowering the reporting persons’ ownership %.

Rhea-AI Filing Summary

BETTERWARE DE MEXICO, S.A.P.I. DE C.V (BWMX) is the subject of this Amendment No. 2 to a Schedule 13D, which updates the ownership position of Campalier, S.A. de C.V. and Luis German Campos Orozco. As of this amendment, each reporting person may be deemed to beneficially own 20,278,497 Ordinary Shares, representing 51.36% of BETTERWARE’s outstanding Ordinary Shares, with shared voting and dispositive power over all such shares, based on 39,485,053 shares outstanding as of August 31, 2026.

The filing explains that on July 6, 2026, a trust holding 19,597,829 Ordinary Shares beneficially owned by Mr. Campos was dissolved, and those shares reverted to Campalier without any consideration, leaving the aggregate holdings of the reporting persons unchanged. On June 2, 2026, BETTERWARE completed the acquisition of the operating assets of Tupperware Latin America, issuing 2,241,133 Ordinary Shares as part of the consideration; this increased the total shares outstanding and reduced the reporting persons’ percentage ownership, without any sale or disposition of shares by them. The reporting persons state that, aside from open market purchases listed in Schedule I, they have not engaged in other transactions in the past 60 days.

Positive

• Strategic acquisition using equity: On June 2, 2026, BETTERWARE completed the acquisition of the operating assets of Tupperware Latin America, issuing 2,241,133 Ordinary Shares as partial consideration, which expanded total shares outstanding to 39,485,053 and reflects growth through a stock-financed transaction.

Negative

• None.

Key Figures

Beneficial ownership: 20,278,497 Ordinary Shares Ownership percentage: 51.36% Shares outstanding: 39,485,053 Ordinary Shares +3 more

6 metrics

Beneficial ownership 20,278,497 Ordinary Shares Shares beneficially owned by each reporting person as of the amendment date

Ownership percentage 51.36% Percentage of BETTERWARE’s outstanding Ordinary Shares held by the reporting persons

Shares outstanding 39,485,053 Ordinary Shares Total BETTERWARE Ordinary Shares outstanding as of August 31, 2026

Shares issued for Tupperware Acquisition 2,241,133 Ordinary Shares Shares issued on June 2, 2026 as partial consideration for Tupperware Latin America operating assets

Trust-held shares reverted to Campalier 19,597,829 Ordinary Shares Shares that reverted from a dissolved trust to Campalier on July 6, 2026

Event date for Tupperware Acquisition June 2, 2026 Completion date of the acquisition of Tupperware Latin America operating assets

Key Terms

beneficial ownership, shared dispositive power, Schedule 13D, open market purchases, +1 more

5 terms

beneficial ownership financial

"each of the Reporting Persons may be deemed to have beneficial ownership of 20,278,497 Ordinary Shares"

Beneficial ownership means the person or entity that actually enjoys the benefits of owning shares or other assets — such as receiving dividends, voting rights, or price gains — even if the legal title is held in another name. For investors it matters because knowing who truly controls and profits from a company reveals who can influence decisions, exposes potential conflicts of interest or hidden concentration of power, and affects transparency and risk in the stock.

shared dispositive power financial

"Each of the Reporting Persons may be deemed to share the power to vote or direct the vote and dispose or direct the disposition"

Schedule 13D regulatory

"amends the statement on originally jointly filed with the U.S. Securities and Exchange Commission by Campalier and Luis German Campos Orozco"

A Schedule 13D is a legal document that investors file with regulators when they buy a large enough stake in a company to potentially influence its management or decisions. It provides details about the investor’s intention, ownership stake, and plans, helping other investors understand who is gaining control and what their motives might be.

open market purchases financial

"Schedule I hereto sets forth all transactions with respect to the Ordinary Shares effected by the Reporting Persons in the past 60 days. All of such transactions were effected through open market purchases"

Open market purchases are buys of a company’s shares (or other securities) made on public exchanges at prevailing market prices rather than through private deals. For investors this matters because when a company buys back its own stock it reduces the number of shares available, which can boost per-share earnings and often signals management’s confidence; it also affects supply, demand and short-term liquidity much like someone quietly buying up items from a crowded marketplace.

Tupperware Acquisition financial

"On June 2, 2026, the Issuer completed the acquisition of the operating assets of Tupperware Latin America (the "Tupperware Acquisition")"

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

How many BWMX shares do the reporting persons currently beneficially own?

The reporting persons, Campalier, S.A. de C.V. and Luis German Campos Orozco, may be deemed to beneficially own 20,278,497 Ordinary Shares of BWMX, representing 51.36% of the company’s outstanding Ordinary Shares, with shared voting and dispositive power over all such shares.

What is the total number of BWMX Ordinary Shares outstanding referenced in this filing?

The beneficial ownership percentages are calculated based on 39,485,053 Ordinary Shares of BWMX outstanding as of August 31, 2026. This share count reflects the impact of shares issued in connection with the Tupperware Latin America acquisition.

How did the Tupperware Latin America acquisition affect BWMX’s share count?

On June 2, 2026, BETTERWARE completed the acquisition of the operating assets of Tupperware Latin America and issued 2,241,133 Ordinary Shares as partial consideration. Immediately after this transaction, total outstanding Ordinary Shares were 39,485,053.

Did the reporting persons sell any BWMX shares to reduce their ownership percentage?

No. The filing states that the decrease in the reporting persons’ percentage ownership to 51.36% is attributable to the increase in outstanding shares from the Tupperware acquisition, and not to any sale or other disposition of Ordinary Shares by the reporting persons.

What happened to the trust that previously held BWMX shares for Mr. Campos?

On July 6, 2026, the trust that held 19,597,829 Ordinary Shares beneficially owned by Luis German Campos Orozco was dissolved. All such shares reverted to Campalier, S.A. de C.V. with no consideration paid, and the aggregate number of shares beneficially owned by the reporting persons did not change.

What recent trading activity in BWMX shares do the reporting persons disclose?

The reporting persons state that all transactions in BWMX Ordinary Shares during the past 60 days are listed in Schedule I and were open market purchases. Aside from those transactions and the internal trust reversion, they report no other share transactions in that period.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Available on EDGAR 09/02/2026 - 06:05 AM EDT Accepted by SEC EDGAR 09/02/2026 - 06:01 AM EDT Learn about SEC filing dates

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13D

Under the Securities Exchange Act of 1934

(Amendment No. 2)

BETTERWARE DE MEXICO, S.A.P.I. DE C.V

(Name of Issuer)

Ordinary Shares, no par value

(Title of Class of Securities)

P1666E105

(CUSIP Number)

Luis Campos
Avenida Acueducto 6075A-Int. Local 4,
Zapopan, Jalisco, O5, 45116
52 (33) 2303-8510

(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)

06/02/2026

(Date of Event Which Requires Filing of This Statement)

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box.

The information required on the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

schemaVersion:

SCHEDULE 13D

CUSIP Number(s): P1666E105

1

Name of reporting person

Campalier, S.A. de C.V.

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

WC, OO

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

MEXICO

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 20,278,497.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 20,278,497.00

11

Aggregate amount beneficially owned by each reporting person

20,278,497.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

51.36 %

14

Type of Reporting Person (See Instructions)

HC

Comment for Type of Reporting Person:

Based on 39,485,053 Ordinary Shares outstanding as of August 31, 2026.

SCHEDULE 13D

CUSIP Number(s): P1666E105

1

Name of reporting person

Luis German Campos Orozco

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

OO

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

MEXICO

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 20,278,497.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 20,278,497.00

11

Aggregate amount beneficially owned by each reporting person

20,278,497.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

51.36 %

14

Type of Reporting Person (See Instructions)

IN, HC

Comment for Type of Reporting Person:

Based on 39,485,053 Ordinary Shares outstanding as of August 31, 2026.

SCHEDULE 13D

Item 1.	Security and Issuer
(a)	Title of Class of Securities: Ordinary Shares, no par value
(b)	Name of Issuer: BETTERWARE DE MEXICO, S.A.P.I. DE C.V
(c)	Address of Issuer's Principal Executive Offices: Cruce Carretera Gdl-Ameca Huaxtla Km 5, El Arenal, MEXICO , 45350.
Item 1 Comment: This Amendment No. 2 ("Amendment No. 2") to Schedule 13D amends the statement on Schedule 13D originally jointly filed with the U.S. Securities and Exchange Commission (the "SEC") by Campalier, S.A. de C.V., a Mexican sociedad anonima de capital variable ("Campalier"), and Luis German Campos Orozco, a Mexico citizen ("Mr. Campos" and, together with Campalier, the "Reporting Persons") on February 28, 2022 (the "Original 13D," as amended by Amendment No. 1, filed on July 11, 2022, the "Schedule 13D"), relating to the Ordinary Shares of the Issuer. This Amendment No. 2 amends and supplements Item 5 of the Schedule 13D with respect to Reporting Persons, as set forth below. Unless specifically amended hereby, the disclosure set forth in the Schedule 13D shall remain unchanged. Capitalized terms used but not otherwise defined in this Amendment No. 2 shall have the meanings set forth in the Schedule 13D.
Item 5.	Interest in Securities of the Issuer
(a)	As of the date hereof, each of the Reporting Persons may be deemed to have beneficial ownership of 20,278,497 Ordinary Shares, representing 51.36% of the outstanding Ordinary Shares. Each of the Reporting Persons may be deemed to share the power to vote or direct the vote and dispose or direct the disposition of all of the 20,278,497 Ordinary Shares.
(b)	The Ordinary Shares beneficially owned by the Reporting Persons as a percentage of the outstanding Ordinary Shares of the Issuer presented in this Statement is based upon 39,485,053 Ordinary Shares outstanding as of August 31, 2026.
(c)	Schedule I hereto sets forth all transactions with respect to the Ordinary Shares effected by the Reporting Persons in the past 60 days. All of such transactions were effected through open market purchases. On July 6, 2026, the trust that held 19,597,829 Ordinary Shares beneficially owned by Mr. Campos was dissolved, and all such Ordinary Shares reverted to Campalier. No consideration was paid in connection with such reversion, and it did not change the aggregate number of Ordinary Shares beneficially owned by the Reporting Persons. Except as reported herein, the Reporting Persons have not effected any other transactions in Ordinary Shares during the past 60 days. On June 2, 2026, the Issuer completed the acquisition of the operating assets of Tupperware Latin America (the "Tupperware Acquisition") and, in connection therewith, issued 2,241,133 Ordinary Shares as partial consideration. Immediately following the Tupperware Acquisition, the total number of outstanding Ordinary Shares of the Issuer was 39,485,053. The decrease in the percentage of outstanding Ordinary Shares beneficially owned by the Reporting Persons since Amendment No. 1 to the Schedule 13D is attributable to the increase in the number of outstanding Ordinary Shares resulting from the issuance of Ordinary Shares in the Tupperware Acquisition, and not to any sale or other disposition of Ordinary Shares by the Reporting Persons.

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

Campalier, S.A. de C.V.

Signature:	/s/ Luis German Campos Orozco
Name/Title:	Luis German Campos Orozco/Manager
Date:	09/02/2026

Luis German Campos Orozco

Signature:	/s/ Luis German Campos Orozco
Name/Title:	Luis German Campos Orozco
Date:	09/02/2026