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DSS holder Chan reports 86.3% ownership stake

Amended Schedule 13D shows Heng Fai Ambrose Chan and affiliates controlling over 80% of DSS common stock, with ownership including shares, convertible notes, and warrants.

(Moderate)
(Neutral)
Form Type
SCHEDULE 13D/A

Rhea-AI Filing Summary

DSS, Inc. (DSS) is the subject of an amended Schedule 13D in which Heng Fai Ambrose Chan and affiliated entities report very high beneficial ownership of the company’s common stock. Chan is deemed to beneficially own 26,311,715 shares, representing 86.3% of DSS’s common stock under Rule 13d-3, based on 10,042,518 shares outstanding as of September 8, 2026.

Chan’s reported stake includes shares held directly and through Heng Fai Holdings Limited, Alset Inc., Alset International Limited, and Global Biomedical Pte. Ltd., as well as convertible promissory notes and warrants that are initially convertible or exercisable into additional DSS shares. On September 3, 2026, Chan sold 21,852 shares of DSS common stock at $0.82 per share, a relatively small transaction compared with the reported beneficial position.

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Heng Fai Ambrose Chan beneficial ownership 26,311,715 shares (86.3% of DSS common stock) Beneficial ownership calculated under Rule 13d-3 based on 10,042,518 shares outstanding as of September 8, 2026
Alset Inc. beneficial ownership 24,407,472 shares (80.0%) DSS common stock, based on 10,042,518 shares outstanding as of September 8, 2026
Alset International Limited beneficial ownership 21,244,809 shares (71.0%) DSS common stock, based on 10,042,518 shares outstanding as of September 8, 2026
Global Biomedical Pte. Ltd. beneficial ownership 311,634 shares (3.1%) DSS common stock, based on 10,042,518 shares outstanding as of September 8, 2026
Shares outstanding 10,042,518 shares DSS common stock outstanding as of September 8, 2026, as reported to the reporting persons
Convertible note held by Alset Inc. $500,000 initially convertible into 581,395 shares Convertible promissory note of DSS common stock held by Alset Inc.
Convertible note held by Alset International Limited $2,450,000 initially convertible into 3,310,811 shares at $0.74 per share Convertible promissory note of DSS common stock held by Alset International Limited
Reported sale by Chan 21,852 shares at $0.82 per share Sale of DSS common stock on September 3, 2026 by Heng Fai Ambrose Chan
beneficial ownership regulatory
"The percentages of beneficial ownership were determined in accordance"
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.
convertible promissory note financial
"a convertible promissory note in the amount of $2,450,000 initially"
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
"common stock purchase warrants 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.
Rule 13d-3 regulatory
"determined in accordance with Rule 13d-3 of the Securities"
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.
Schedule 13D regulatory
"previously filed a statement on Schedule 13D to report the"
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.

FAQ

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

How much of DSS (DSS) does Heng Fai Ambrose Chan beneficially own in this filing?

Heng Fai Ambrose Chan reports 26,311,715 DSS common shares beneficially owned, representing 86.3% of the company’s common stock, calculated under Rule 13d-3 based on 10,042,518 shares outstanding as of September 8, 2026.

What recent transaction involving DSS (DSS) shares did Heng Fai Ambrose Chan report?

On September 3, 2026, Heng Fai Ambrose Chan sold 21,852 shares of DSS common stock at a sale price of $0.82 per share. This sale is described as both the source and purpose of the reported transaction.

What is the reported ownership of DSS (DSS) by Alset Inc.?

Alset Inc. reports beneficial ownership of 24,407,472 DSS common shares, representing 80.0% of the company’s common stock, calculated based on 10,042,518 shares outstanding as of September 8, 2026.

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

The filing states that there are 10,042,518 shares of DSS common stock outstanding as of September 8, 2026, as reported by DSS to the reporting persons.

What is Global Biomedical Pte. Ltd.’s reported stake in DSS (DSS)?

Global Biomedical Pte. Ltd. reports beneficial ownership of 311,634 DSS common shares, representing 3.1% of DSS’s common stock, based on 10,042,518 shares outstanding as of September 8, 2026.

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

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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)
09/03/2026

(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




Comment for Type of Reporting Person:
(1) The beneficial ownership of Heng Fai Ambrose Chan includes 26,311,715 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) 1,031,944 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 September 8, 2026.


SCHEDULE 13D




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 September 8, 2026.


SCHEDULE 13D




Comment for Type of Reporting Person:
Based on 10,042,518 shares of the common stock of the Issuer outstanding as of September 8, 2026.


SCHEDULE 13D




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 September 8, 2026.


SCHEDULE 13D


Heng Fai Ambrose Chan
Signature:/s/ Heng Fai Ambrose Chan
Name/Title:Heng Fai Ambrose Chan, an Individual
Date:09/08/2026
Alset Inc.
Signature:/s/ Heng Fai Ambrose Chan
Name/Title:Heng Fai Ambrose Chan, Chief Executive Officer, Alset Inc.
Date:09/08/2026
Global Biomedical Pte. Ltd.
Signature:/s/ Heng Fai Ambrose Chan
Name/Title:Heng Fai Ambrose Chan, Director, Global Biomedical Pte. Ltd.
Date:09/08/2026
Alset International Limited
Signature:/s/ Heng Fai Ambrose Chan
Name/Title:Heng Fai Ambrose Chan, Chief Executive Officer, Alset International Limited
Date:09/08/2026

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