DSS holder reports 86.8% beneficial stake

DSS, Inc. received an updated ownership report showing that Heng Fai Ambrose Chan and his affiliated entities now beneficially own 26,464,246 shares and related derivatives, representing 86.8% of DSS common stock.

Rhea-AI Filing Summary

DSS, Inc. received an updated ownership report showing that Heng Fai Ambrose Chan and his affiliated entities now beneficially own 26,464,246 shares and related derivatives, representing 86.8% of DSS common stock. This percentage is based on 10,042,518 shares outstanding as of July 9, 2026.

The position includes a $2,450,000 convertible promissory note issued to Alset International Limited, initially convertible at $0.74 per share, and common stock purchase warrants to buy up to 16,554,055 shares at $0.93 per share expiring on March 26, 2031. These instruments give the Alset group significant additional potential ownership beyond current common shares.

Positive

• None.

Negative

• Highly concentrated control and potential dilution: Heng Fai Ambrose Chan and Alset-related entities report 26,464,246 shares and derivatives (86.8% of DSS), plus a $2,450,000 convertible note and warrants for up to 16,554,055 shares, which could further reduce minority shareholders’ relative influence if converted or exercised.

Insights

Equity ownership and capital structure analyst

Chan and Alset group report an 86.8% DSS stake plus sizable convertible and warrant overhang.

The filing shows Heng Fai Ambrose Chan and Alset-related entities controlling 26,464,246 shares and derivatives, or 86.8% of DSS common stock, based on 10,042,518 shares outstanding as of July 9, 2026. This reflects highly concentrated control.

Key elements are a $2,450,000 convertible promissory note to Alset International Limited, initially convertible at $0.74 per share, and warrants to purchase up to 16,554,055 shares at $0.93 per share expiring in 2031. These instruments could meaningfully increase effective ownership if exercised or converted.

For minority investors, the combination of current control and additional convertible and warrant capacity means governance outcomes will largely depend on decisions by Chan and the Alset entities. Subsequent company disclosures may clarify how and when these instruments are used within DSS’s broader financing strategy.

Key Figures

Chan beneficial ownership: 26,464,246 shares (86.8%) Shares outstanding: 10,042,518 shares Alset Inc. beneficial stake: 24,407,472 shares (80.0%) +5 more

8 metrics

Chan beneficial ownership 26,464,246 shares (86.8%) Beneficial ownership of DSS common stock as of July 9, 2026

Shares outstanding 10,042,518 shares DSS common stock outstanding as of July 9, 2026

Alset Inc. beneficial stake 24,407,472 shares (80.0%) Beneficial ownership via Alset Inc. and subsidiaries

Alset International stake 21,244,809 shares (71.0%) Beneficial ownership including note and warrants

Convertible note principal $2,450,000 Convertible promissory note to Alset International Limited

Note conversion price $0.74 per share Initial conversion price for $2,450,000 note

Warrants share capacity 16,554,055 shares Maximum DSS shares purchasable under Alset International warrants

Warrant exercise price $0.93 per share Exercise price for 16,554,055-share warrant package expiring March 26, 2031

Key Terms

beneficial ownership, Rule 13d-3, convertible promissory note, common stock purchase warrants, +2 more

6 terms

beneficial ownership financial

"The percentages of beneficial ownership were determined in accordance with Rule 13d-3 of the Securities Exchange Act of 1934, as amended."

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.

Rule 13d-3 regulatory

"The percentages of beneficial ownership were determined in accordance with Rule 13d-3 of the Securities Exchange Act of 1934, as amended."

Rule 13d-3 defines who is treated as the beneficial owner of a company’s shares for U.S. securities disclosure rules — essentially anyone who has the power to vote or direct how shares are voted, or the power to buy or sell them, even if they don’t hold the certificates. For investors this matters because crossing certain ownership thresholds triggers public filing and disclosure obligations and signals potential control or influence, much like having the keys to a car implies you can drive it even if it’s registered to someone else.

convertible promissory note financial

"the Issuer issued a convertible promissory note (the "Convertible Promissory Note") to Alset International Limited in the amount of $2,450,000"

A convertible promissory note is a loan a company takes now that can later be turned into shares instead of being repaid in cash. Think of it as lending money with the option to accept ownership in the business down the road; that matters to investors because it affects who gets paid first, how much ownership existing shareholders keep, and the company’s future valuation and cash needs. Terms such as conversion price, interest and maturity determine the financial impact.

common stock purchase warrants financial

"the Issuer issued common stock purchase warrants (the "Warrants") to Alset International Limited to purchase up to 16,554,055 shares"

Common stock purchase warrants are tradable instruments that give the holder the right to buy a company’s common shares at a set price before a specified date, like a coupon that lets you purchase stock later at a fixed rate. They matter to investors because they offer a way to gain future upside if the stock rises, but when exercised they increase the number of shares outstanding and can reduce existing shareholders’ ownership and earnings per share.

Schedule 13D regulatory

"If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this"

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.

percent of class financial

"Percent of class represented by amount in Row (11) 86.8 %"

Percent of class is the portion of a specific category of securities—such as a company’s common shares, preferred shares, or a bond series—that takes part in or approves a corporate action (vote, consent, tender, etc.). Investors watch this number because it reveals how much support or opposition exists within that particular shareholder group; like counting how many members of a club back a proposal, it can determine whether a plan passes or how influence is distributed.

FAQ

What ownership stake in DSS does Heng Fai Ambrose Chan now report?

Heng Fai Ambrose Chan reports beneficial ownership of 26,464,246 shares and related derivatives, representing 86.8% of DSS common stock. This percentage is calculated using 10,042,518 DSS shares outstanding as of July 9, 2026, as reported by the company.

How many DSS shares are outstanding according to this Schedule 13D/A for DSS?

The filing states that 10,042,518 DSS common shares were outstanding as of July 9, 2026. This figure is used to calculate the reporting persons’ beneficial ownership percentages under SEC Rule 13d-3 for Schedule 13D/A purposes.

What are the key terms of the $2,450,000 DSS convertible promissory note to Alset International?

DSS issued a $2,450,000 convertible promissory note to Alset International Limited on March 26, 2026. It became convertible on June 3, 2026 at $0.74 per share, with an option to exchange into other future convertible instruments on specified terms.

What DSS warrant position does Alset International Limited hold under this filing?

Alset International Limited holds common stock purchase warrants for up to 16,554,055 DSS shares. These warrants were issued on March 26, 2026, became exercisable on June 3, 2026 at an exercise price of $0.93 per share, and expire on March 26, 2031.

How much DSS stock does Alset Inc. beneficially own under this Schedule 13D/A?

Alset Inc. reports beneficial ownership of 24,407,472 DSS shares and related derivatives, equal to 80.0% of the common stock. This includes shares, a $500,000 convertible note initially convertible into 581,395 shares, and interests via its subsidiaries.

What is Global Biomedical Pte. Ltd.’s ownership stake in DSS?

Global Biomedical Pte. Ltd. is shown as beneficially owning 311,634 DSS common shares, representing 3.1% of the company. This percentage is also based on 10,042,518 DSS shares outstanding as of July 9, 2026, as reported in the filing.

What role does Alset International Limited play in DSS’s capital structure?

Alset International Limited beneficially owns 21,244,809 DSS shares and derivatives, or 71.0% of the common stock. Its position includes common shares, the $2,450,000 convertible promissory note, and warrants to purchase up to 16,554,055 additional shares.

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Available on EDGAR 07/09/2026 - 05:00 PM Accepted by SEC EDGAR 07/09/2026 - 05:00 PM Learn about SEC filing dates

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13D

Under the Securities Exchange Act of 1934

(Amendment No. 23)

DSS, INC.

(Name of Issuer)

Common Stock, par value $0.02 per share

(Title of Class of Securities)

26253C201

(CUSIP Number)

Heng Fai Ambrose Chan
9 Temasek Boulevard #16-04,, Suntec Tower
Singapore, U0, 038989
011 65 6333 9181

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

06/03/2026

(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): 26253C201

1

Name of reporting person

Heng Fai Ambrose Chan

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)

PF

5

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

6

Citizenship or place of organization

SINGAPORE

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 26,464,246.00
8	Shared Voting Power 0.00
9	Sole Dispositive Power 26,464,246.00
10	Shared Dispositive Power 0.00

11

Aggregate amount beneficially owned by each reporting person

26,464,246.00

12

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

13

Percent of class represented by amount in Row (11)

86.8 %

14

Type of Reporting Person (See Instructions)

IN

Comment for Type of Reporting Person:

(1) The beneficial ownership of Heng Fai Ambrose Chan includes 26,464,246 shares of the Issuer's common stock, consisting of (a) 1,002,978 shares of common stock held by Heng Fai Holdings Limited, an entity controlled by Heng Fai Ambrose Chan; (b) 1,184,475 shares of common stock held by Heng Fai Ambrose Chan directly; (c) 311,634 shares of common stock held by Global Biomedical Pte. Ltd., a subsidiary of Alset International Limited; (d) 2,581,268 shares of common stock and a convertible promissory note in the amount of $500,000 held by Alset Inc. and initially convertible into 581,395 shares of the Issuer's common stock; and (e) 1,068,309 shares of common stock, a convertible promissory note in the amount of $2,450,000 initially convertible into 3,310,811 shares at a conversion price of $0.74 per share, and common stock purchase warrants to purchase up to 16,554,055 shares held by Alset International Limited, a subsidiary of Alset Inc. (2) Based on 10,042,518 shares of the common stock of the Issuer outstanding as of July 9, 2026.

SCHEDULE 13D

CUSIP Number(s): 26253C201

1

Name of reporting person

Alset Inc.

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

TEXAS

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 24,407,472.00
8	Shared Voting Power 0.00
9	Sole Dispositive Power 24,407,472.00
10	Shared Dispositive Power 0.00

11

Aggregate amount beneficially owned by each reporting person

24,407,472.00

12

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

13

Percent of class represented by amount in Row (11)

80.0 %

14

Type of Reporting Person (See Instructions)

CO

Comment for Type of Reporting Person:

(1) Includes 2,581,268 shares of common stock and a convertible promissory note in the amount of $500,000 held by Alset Inc. and initially convertible into 581,395 shares of the Issuer's common stock; 311,634 shares of common stock held by Global Biomedical Pte. Ltd., a subsidiary of Alset International Limited; and 1,068,309 shares of common stock, a convertible promissory note in the amount of $2,450,000 initially convertible into 3,310,811 shares at a conversion price of $0.74 per share, and common stock purchase warrants to purchase up to 16,554,055 shares held by Alset International Limited, a subsidiary of Alset Inc. (2) Based on 10,042,518 shares of the common stock of the Issuer outstanding as of July 9, 2026.

SCHEDULE 13D

CUSIP Number(s): 26253C201

1

Name of reporting person

Global Biomedical Pte. Ltd.

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

SINGAPORE

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 311,634.00
8	Shared Voting Power 0.00
9	Sole Dispositive Power 311,634.00
10	Shared Dispositive Power 0.00

11

Aggregate amount beneficially owned by each reporting person

311,634.00

12

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

13

Percent of class represented by amount in Row (11)

3.1 %

14

Type of Reporting Person (See Instructions)

CO

Comment for Type of Reporting Person:

Based on 10,042,518 shares of the common stock of the Issuer outstanding as of July 9, 2026.

SCHEDULE 13D

CUSIP Number(s): 26253C201

1

Name of reporting person

Alset International Limited

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

SINGAPORE

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 21,244,809.00
8	Shared Voting Power 0.00
9	Sole Dispositive Power 21,244,809.00
10	Shared Dispositive Power 0.00

11

Aggregate amount beneficially owned by each reporting person

21,244,809.00

12

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

13

Percent of class represented by amount in Row (11)

71.0 %

14

Type of Reporting Person (See Instructions)

CO

Comment for Type of Reporting Person:

(1) includes 1,068,309 shares of common stock, a convertible promissory note in the amount of $2,450,000 initially convertible into 3,310,811 shares at a conversion price of $0.74 per share, and common stock purchase warrants to purchase up to 16,554,055 shares. Based on 10,042,518 shares of the common stock of the Issuer outstanding as of July 9, 2026.

SCHEDULE 13D

Item 1.	Security and Issuer
(a)	Title of Class of Securities: Common Stock, par value $0.02 per share
(b)	Name of Issuer: DSS, INC.
(c)	Address of Issuer's Principal Executive Offices: 275 Wiregrass Pkwy, West Henrietta, NEW YORK , 14586.
Item 2.	Identity and Background
(a)	Heng Fai Ambrose Chan
(b)	c/o Alset International Limited, 9 Temasek Boulevard #16-04, Suntec Tower Two, Singapore 038987
(c)	Chairman and Chief Executive Officer, Alset International Limited, 9 Temasek Boulevard #16-04, Suntec Tower Two, Singapore 038987
(f)	Singapore
Item 3.	Source and Amount of Funds or Other Consideration
	On March 26, 2026 the Issuer issued a convertible promissory note (the "Convertible Promissory Note") to Alset International Limited in the amount of $2,450,000 which became convertible on June 3, 2026. Under the terms of the Convertible Promissory Note, Alset International Limited may convert outstanding principal and interest into shares of the Issuer's common stock at a conversion price of either (i) $0.74 per share, or (ii) if while the Convertible Promissory Note is outstanding, the Issuer sells or issues any other convertible instruments on terms that differ from the Convertible Promissory Note, the Holder may elect to exchange the Convertible Promissory Note for such convertible instrument based on the Convertible Promissory Note's principal balance plus any accrued but unpaid interest. On March 26, 2026 the Issuer issued common stock purchase warrants (the "Warrants") to Alset International Limited to purchase up to 16,554,055 shares of the Issuer's common stock at an exercise price of $0.93 per share, which became exercisable on June 3, 2026. The Warrants expire on March 26, 2031.
Item 4.	Purpose of Transaction
	On March 26, 2026 the Issuer issued a convertible promissory note (the "Convertible Promissory Note") to Alset International Limited in the amount of $2,450,000 which became convertible on June 3, 2026. Under the terms of the Convertible Promissory Note, Alset International Limited may convert outstanding principal and interest into shares of the Issuer's common stock at a conversion price of either (i) $0.74 per share, or (ii) if while the Convertible Promissory Note is outstanding, the Issuer sells or issues any other convertible instruments on terms that differ from the Convertible Promissory Note, the Holder may elect to exchange the Convertible Promissory Note for such convertible instrument based on the Convertible Promissory Note's principal balance plus any accrued but unpaid interest. On March 26, 2026 the Issuer issued common stock purchase warrants (the "Warrants") to Alset International Limited to purchase up to 16,554,055 shares of the Issuer's common stock at an exercise price of $0.93 per share, which became exercisable on June 3, 2026. The Warrants expire on March 26, 2031.
Item 5.	Interest in Securities of the Issuer
(a)	The information set forth in rows 7 through 13 of the cover pages to this Schedule 13D is incorporated by reference. The percentage set forth in row 13 is based on 10,042,518 shares of Common Stock outstanding as of July 9, 2026, as reported by the Issuer to the Reporting Persons. The percentages of beneficial ownership were determined in accordance with Rule 13d-3 of the Securities Exchange Act of 1934, as amended. Information with respect to all transactions in the Shares beneficially owned by the Reporting Persons that were effected during the past sixty days is set forth in Item 4 and incorporated herein by reference.
(b)	The information set forth in rows 7 through 13 of the cover pages to this Schedule 13D is incorporated by reference. The percentage set forth in row 13 is based on 10,042,518 shares of Common Stock outstanding as of July 9, 2026, as reported by the Issuer to the Reporting Persons. The percentages of beneficial ownership were determined in accordance with Rule 13d-3 of the Securities Exchange Act of 1934, as amended. Information with respect to all transactions in the Shares beneficially owned by the Reporting Persons that were effected during the past sixty days is set forth in Item 4 and incorporated herein by reference.
(c)	There were no other transactions effected in the last 60 days by the Reporting Person except for the transactions which are the subject of this Schedule 13D.
Item 7.	Material to be Filed as Exhibits.
	Joint Filing Agreement between Heng Fai Chan, Global Biomedical Pte. Ltd. and Alset Inc., incorporated by reference to Amendment No. 13 to the Schedule 13D filed on September 20, 2021.

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.

Heng Fai Ambrose Chan

Signature:	/s/ Heng Fai Ambrose Chan
Name/Title:	Heng Fai Ambrose Chan, an Individual
Date:	07/09/2026

Alset Inc.

Signature:	/s/ Heng Fai Ambrose Chan
Name/Title:	Heng Fai Ambrose Chan, Chief Executive Officer, Alset Inc.
Date:	07/09/2026

Global Biomedical Pte. Ltd.

Signature:	/s/ Heng Fai Ambrose Chan
Name/Title:	Heng Fai Ambrose Chan, Director, Global Biomedical Pte. Ltd.
Date:	07/09/2026

Alset International Limited

Signature:	/s/ Heng Fai Ambrose Chan
Name/Title:	Heng Fai Ambrose Chan, Chief Executive Officer, Alset International Limited
Date:	07/09/2026