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EPSIUM Enterprise Limited announced a board change, with Kewei Joshua Cui resigning from the Board and its key committees effective March 31, 2026 for personal reasons, with no disagreement over company operations or policies. On March 31, 2026, the Board appointed Chun Kit Wong as a director, committee member, and Chairperson of the Compensation Committee, effective April 1, 2026. The Board determined that Mr. Wong meets the independence requirements of Rule 5605(a)(2) of the Nasdaq Listing Rules. Mr. Wong, age 39, will receive USD 20,000 in annual compensation under an Independent Director Agreement and is also party to an indemnification agreement covering certain liabilities and expense advances.
EPSIUM ENTERPRISE LIMITED reported the incorporation of a wholly owned subsidiary, Media Icon Limited, in the British Virgin Islands. The board-approved action took effect on October 24, 2025 and is disclosed via a Form 6-K. The filing notes that Media Icon Limited is fully owned by EPSIUM and lists the company’s principal executive office in Macau, with the report signed by CEO Son I Tam on October 28, 2025.
Epsium Enterprise Ltd (EPSM) filed a Form 144 disclosing a proposed sale of 26,000 Class A ordinary shares through Futu Securities International (Hong Kong) on 10/03/2025 on Nasdaq. The filing lists an aggregate market value of 457,000,000 for those shares and shows total shares outstanding of 2,644,034. The securities were acquired through a mix of corporate actions and conversions by Epsium Enterprise Limited, with acquisition dates and payment notes provided for each lot. The filer represents no undisclosed material adverse information and certifies the notice by signature.
Enterprise Limited furnished a 6-K to share a press release addressing recent unusual trading activity in its shares. The company states that this trading activity is not related to any changes in its underlying business fundamentals, financial performance, or to any undisclosed material developments. The press release, dated September 10, 2025, is attached as Exhibit 99.1.
Epsium Enterprise Limited has updated its core corporate governing documents. An Extraordinary General Meeting held on August 22, 2025 approved a third amendment and restatement of the company’s Memorandum and Articles of Association under British Virgin Islands law. This "Third Amended and Restated M&A" replaces the prior version of the company’s charter and bylaws framework.
The revised Memorandum and Articles took effect on August 27, 2025, when the required filings were completed with the BVI Registry of Corporate Affairs. A full copy of the updated document is provided as Exhibit 3.1. The Form 6-K is signed on behalf of the company by Chief Financial Officer Ming Yin Au Yeung.
At an extraordinary general meeting on August 22, 2025, Epsium Enterprise Limited re-designated its capital structure to create a three-class share capital: 800,000,000 Class A ordinary shares, 100,000,000 Class B ordinary shares and 100,000,000 Preferred Shares, all with par value US$0.00002. Existing ordinary shares and previously authorised preferred shares were reclassified one-for-one into Class A and Class B shares respectively. Class B shares carry 20 votes per share and are convertible at the holder's option into Class A shares on a one-for-one basis. The company also adopted a Second Amended and Restated Memorandum and Articles of Association replacing the prior M&A. Subject to those changes, the company approved the issuance of 10,800,000 Class B shares to Son I Tam and the repurchase of 10,800,000 Class A shares held by him, with the repurchase funded by proceeds from that fresh issuance.
Epsium Enterprise Limited is reorganizing its share capital and corporate charter. The company will re-designate 800,000,000 existing ordinary shares into 800,000,000 Class A Ordinary Shares and convert 100,000,000 authorised preferred shares into 100,000,000 Class B Ordinary Shares with 20 votes per share. After the change, total authorised capital will be 1,000,000,000 shares: 800,000,000 Class A, 100,000,000 Class B, and 100,000,000 Preferred Shares. The Class B Ordinary Shares will be convertible by the holder into Class A on a one-for-one basis. The company will replace its current Memorandum and Articles of Association with a Second Amended and Restated version (Annex A). Subject to those approvals, the company will repurchase 10,800,000 Class A Ordinary Shares held by Son I Tam, funded by a fresh issuance of 10,800,000 Class B Ordinary Shares to Son I Tam for that repurchase. The document is signed by Son I Tam as CEO on August 27, 2025.