STOCK TITAN

L1 Capital reports 9.99% stake in EShallGo

EShallGo Inc. (EHGO) reported that L1 Capital Global Opportunities Master Fund, Ltd. has filed as a significant shareholder holding Class A Ordinary Shares.

(Neutral)
(Neutral)
Form Type
SCHEDULE 13G

Rhea-AI Filing Summary

EShallGo Inc. (EHGO) reported that L1 Capital Global Opportunities Master Fund, Ltd. has filed as a significant shareholder holding Class A Ordinary Shares. L1 Capital beneficially owns 464,658 securities in total, consisting of Class A Ordinary Shares and Pre-Funded Warrants, representing 9.99% of the Class A Ordinary Shares outstanding.

The holding includes 400,000 Class A Ordinary Shares and 64,658 Pre-Funded Warrants that are currently counted toward beneficial ownership, all subject to a 9.99% beneficial ownership limitation. An additional 410,342 Pre-Funded Warrants are held but excluded due to this limitation. Voting and dispositive power over all 464,658 securities is reported as sole, with no shared power.

Positive

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Negative

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Beneficially owned securities 464,658 shares/Pre-Funded Warrants Total securities beneficially owned by L1 Capital Global Opportunities Master Fund, Ltd.
Class A Ordinary Shares held 400,000 Class A Ordinary Shares Portion of L1 Capital’s beneficial ownership that is common shares
Pre-Funded Warrants counted in ownership 64,658 Pre-Funded Warrants Pre-Funded Warrants included within the 9.99% beneficial ownership limit
Additional Pre-Funded Warrants excluded 410,342 Pre-Funded Warrants Held by L1 Capital but excluded due to 9.99% beneficial ownership limitation
Ownership percentage 9.99% Percent of EHGO Class A Ordinary Shares beneficially owned by L1 Capital
Shares outstanding baseline 4,586,577 Class A Ordinary Shares Shares outstanding used to calculate L1 Capital’s 9.99% ownership; excludes warrant exercises
Sole voting and dispositive power 464,658 securities Number of EHGO securities over which L1 Capital has sole voting and dispositive power
Pre-Funded Warrants financial
"The amounts in Row (5), (7) and (9) represent 400,000 Class A Ordinary Shares and 64,658 Pre-Funded Warrants"
Pre-funded warrants are financial instruments that give investors the right to purchase a company's stock at a set price, but with most or all of the purchase price paid upfront. They function like a coupon or gift card for stock, allowing investors to buy shares later at a fixed price, which can be beneficial if they want to avoid future price increases. This makes them important for investors seeking flexibility and certainty in their investment plans.
beneficial ownership limitation regulatory
"Pre-Funded Warrants, subject to a 9.99% beneficial ownership limitation"
A beneficial ownership limitation is a rule that caps the percentage of a company’s shares an investor can be treated as owning or controlling for voting, regulatory or tax purposes. It matters to investors because it can restrict how many shares a person or group can buy or vote, affect takeover chances, and influence share liquidity and value — like a speed limit that prevents any single driver from taking over the whole road.
beneficially own regulatory
"may be deemed to beneficially own (as that term is defined in Rule 13d-3 )"
Beneficially own means having the economic rights and risks of a security—such as the right to receive dividends, sell the shares, or profit from price changes—whether or not your name appears on the official share register. Think of it like renting a car: you use it and reap the benefits even if the title lists someone else. Investors care because beneficial ownership determines who truly controls value, must be disclosed under securities rules, and can signal potential influence or trading activity that affects a stock’s price.
Rule 13d-3 regulatory
"may be deemed to beneficially own (as that term is defined in Rule 13d-3 )"
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.
sole dispositive power financial
"Sole Dispositive Power 464,658.00"
Sole dispositive power is the exclusive legal authority to decide what happens to a security — for example, whether to sell, transfer, or retain shares — without needing anyone else’s permission. Investors care because it signals who truly controls the economic outcome of an investment: like holding the only key to a safe, the holder can realize gains or losses and may trigger regulatory reporting, insider rules, or influence over corporate ownership.

FAQ

How much of EShallGo Inc. (EHGO) does L1 Capital Global Opportunities Master Fund own?

L1 Capital Global Opportunities Master Fund reports beneficial ownership of 464,658 securities of EShallGo Inc., representing 9.99% of the outstanding Class A Ordinary Shares, based on 4,586,577 shares outstanding as referenced in company disclosure dated August 20, 2026.

What securities of EHGO are included in L1 Capital’s 9.99% beneficial ownership?

The 9.99% beneficial ownership in EHGO includes 400,000 Class A Ordinary Shares and 64,658 Pre-Funded Warrants that are within a 9.99% beneficial ownership limitation. All of these are reported with sole voting and dispositive power.

Does L1 Capital hold additional EHGO Pre-Funded Warrants beyond those counted in ownership?

Yes. L1 Capital holds an additional 410,342 Pre-Funded Warrants of EHGO that are not included in the 9.99% beneficial ownership calculation because they are subject to the same 9.99% beneficial ownership limitation and thus are excluded from the reported amount.

What is the total number of EHGO shares outstanding used for L1 Capital’s ownership percentage?

The reported 9.99% ownership by L1 Capital is calculated based on 4,586,577 Class A Ordinary Shares outstanding. This outstanding share count gives no effect to any exercise of Pre-Funded Warrants held by L1 Capital or others.

Who controls voting and disposition of L1 Capital’s EHGO holdings?

L1 Capital reports 464,658 EHGO securities with sole voting power and sole dispositive power, and 0 shared voting or dispositive power. Directors David Feldman and Joel Arber may be deemed beneficial owners but each disclaims beneficial ownership for all other purposes.

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

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Learn about SEC filing dates





G3121H111

(CUSIP Number)
08/20/2026

(Date of Event Which Requires Filing of this Statement)


Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
Rule 13d-1(b)
Rule 13d-1(c)
Rule 13d-1(d)




schemaVersion:


SCHEDULE 13G





SCHEDULE 13G



L1 Capital Global Opportunities Master Fund, Ltd.
Signature:/s/ David Feldman
Name/Title:David Feldman, Director
Date:08/26/2026