Masonglory Limited files as a foreign private issuer, so its SEC record is built around Form 20-F annual reports, Form 6-K current reports and F-1 registration statements. These filings cover its Hong Kong wet trades business, risk factors, selected financial data, governance matters and securities registration activity.
Form 6-K filings are especially relevant for Masonglory because they document material events such as the Beta Beteiligungs und Besitz GmbH acquisition disclosure, related target financial statements and pro forma financial information, ticker change from MSGY to FFTT, private placement activity, Nasdaq bid-price compliance notices and share capital changes.
Masonglory's filings also describe its issuer structure. Disclosures include foreign private issuer status, controlled-company status under Nasdaq rules, Class A and Class B ordinary shares, voting rights, shareholder meeting matters and capital-structure updates tied to its public listing.
Masonglory Ltd (FFTT) amended its Form F-3 registration statement solely to add a new consent from J&S Associate PLT as Exhibit 23.1; Part I, the prospectus, is omitted. The included text also describes the company’s director and officer indemnification provisions, which exclude conduct involving dishonesty, willful default or fraud, and notes that Cayman courts may restrict provisions contrary to public policy.
Masonglory Limited’s prospectus covers the resale, from time to time after the registration statement becomes effective, of up to 3,378,000 Class A ordinary shares, including up to 1,334,000 shares issuable upon exercise of Series A and Series B Warrants. The amount includes 2,044,000 already-issued shares. Selling shareholders receive proceeds from their sales; Masonglory may receive up to approximately US$1,600,800 if all Warrants are exercised for cash, for general corporate purposes, including working capital. The Series A and Series B Warrants have exercise prices of US$1.30 and US$1.10 per share, respectively, and terminate October 5, 2028.
Masonglory is a Cayman Islands holding company whose Hong Kong operating subsidiary provides wet-trades construction services. It acquired a 20% interest in Austrian construction-materials distributor Beta Beteiligungs und Besitz GmbH in a share swap, accounts for the investment under the equity method, and does not control the target. Its five largest customers generated 99.3% of revenue in the fiscal year ended March 31, 2026, compared with 100% in the prior fiscal year. Fung & Tun Limited holds approximately 91.5% of voting power through the dual-class share structure.
Masonglory says it believes government approval in mainland China or Hong Kong is not currently required for the offering, while noting uncertainty about future regulatory interpretation affecting Hong Kong operations and overseas listings.
Masonglory Ltd (FFTT) shareholder Fung & Tun Limited sold 363,048 Class A ordinary shares from October 25 through November 2, 2026. It sold 182,000 shares from October 25 through October 27, followed by 50,000 shares on each of October 28, 29 and 30, and 31,048 shares on November 2. The four later sales were priced at US$3.6300, US$3.8447, US$3.8021 and US$3.9208 per share, respectively.
After the sales, Fung & Tun Limited reported holding 949,452 shares: 682,500 Class B shares and 266,952 Class A shares. That represents approximately 22.8% of issued and outstanding shares and approximately 91.5% of aggregate voting power. Each Class B share carries 50 votes, compared with one vote for each Class A share.
Masonglory Limited seeks to register a shelf offering of up to an aggregate $200,000,000 of Class A ordinary shares, debt securities, warrants, rights and units, separately or in combinations, for sale from time to time. Securities may not be sold until the registration statement is effective; the terms and use of proceeds for each offering will be described in an applicable prospectus supplement.
While its public float remains below $75 million, the company states that the value of public primary offerings will not exceed one-third of public float in any 12-month period; its public float was approximately $11.90 million as of October 23, 2026. Recent transactions include the August 12, 2026 issuance of 1,377,000 Class A shares for a 20% interest in an Austrian construction-materials distributor and an October 5, 2026 private placement of 667,000 shares for US$1,000,500 in gross proceeds, with Series A and Series B warrants.
Masonglory is a Cayman Islands holding company operating mainly in Hong Kong through Masontech Limited. It states that no PRC or Hong Kong authority approval is currently required for the offering, while noting uncertainty about possible future regulatory oversight of its Hong Kong operations and securities offerings.
Masonglory Ltd (MSGY) amended and restated its October 22, 2026 report, replacing the earlier pro forma financial information for its investment in Beta Beteiligungs und Besitz GmbH (BETA). The revised pro forma uses the equity method rather than consolidating BETA: Masonglory holds 20% of BETA’s voting power and does not control it. The earlier pro forma should no longer be relied upon.
A share-swap agreement entered into on August 12, 2026 provides for the holder of a 49% interest in BETA to transfer a 20% stake to a Masonglory subsidiary; Masonglory agreed to issue the beneficial owner 1,377,000 Class A ordinary shares in exchange. The consideration references a $23,400,000 valuation for 100% of BETA and a $3.40 price per share, compared with MSGY’s $3.43 closing bid on August 11, 2026. BETA reported six-month revenue of $13,078,143 and net income of $102,036 for 2026, versus revenue of $8,598,119 and net income of $163,484 for 2025.
Masonglory Ltd (MSGY) shareholder Fung & Tun Limited reported selling 182,000 Class A Ordinary Shares from October 25 through October 28, 2026. Its reported holdings comprise 448,000 Class A shares and 682,500 Class B shares, or 1,130,500 shares in total, representing 32.3% of outstanding shares and 93.6% of aggregate voting power.
Each Class B share carries 50 votes, compared with one vote per Class A share. Fung & Tun Limited directors Mr. Tse Shing Fung and Mr. Tse Tsz Tun retain full voting and investment control over the entity and its MSGY shares. The deposit of 630,000 Class A shares with its broker on October 23, 2026, did not constitute a sale or change beneficial ownership.
Masonglory Limited (MSGY) filed a shelf registration statement covering up to $200,000,000 in aggregate of Class A ordinary shares, debt securities, warrants, rights and units, offered from time to time in one or more offerings.
While its public float remains below $75 million, primary offerings are limited to no more than one-third of public float in any 12-month period. Public float was approximately $11.90 million as of October 23, 2026; Masonglory said it had not offered or sold securities under this limit during the preceding 12 calendar months through that date.
On August 12, 2026, Masonglory issued 1,377,000 Class A ordinary shares for a 20% interest in an Austrian construction-materials distributor. Its five largest customers accounted for 99.3% of revenue in the fiscal year ended March 31, 2026. The company also warns that future changes in PRC rules or oversight could affect its Hong Kong operations or overseas securities offerings.
Masonglory Limited (MSGY) reported acquiring a 20% equity interest in Beta Beteiligungs und Besitz GmbH in August 2026 in exchange for 1,377,000 Class A ordinary shares. The share count was determined by reference to a $23,400,000 valuation of 100% of Beta’s equity and a $3.40 per-share price; the price referenced a $3.43 closing bid on August 11, 2026.
Beta’s unaudited six-month revenue was $13,078,143 in 2026, versus $8,598,119 in 2025; net income was $102,036 versus $163,484. Audited 2025 revenue was $21,877,789, versus $25,314,281 in 2024, and net losses were $335,502 and $364,293, respectively. Beta used $4,791,071 in operating cash in 2025, versus $5,549,448 provided in 2024.
Masonglory furnished audited annual and unaudited interim Beta statements, plus illustrative unaudited pro forma combined information for the year ended and as of March 31, 2026. The pro forma information is not necessarily indicative of results or financial position that would have occurred, or of future results.
Masonglory Ltd announced that its Nasdaq ticker symbol will change from MSGY to FFTT, effective at the opening of trading on October 28, 2026. Existing shareholders are not required to take any action, and the company’s CUSIP number will remain unchanged.
Masonglory Ltd (MSGY) completed a private placement on October 5, 2026, issuing 667,000 Class A ordinary shares at US$1.50 per share. The company received US$1,000,500 in aggregate gross proceeds before offering expenses. Four investors participated.
At closing, the company also issued, for no additional consideration, Series A warrants to purchase up to 667,000 Class A ordinary shares at US$1.30 per share and Series B warrants to purchase up to 667,000 shares at US$1.10 per share. Both series are exercisable from October 5, 2026, and each has a term of two years from issuance. The shares and warrants were issued in an offshore transaction without Securities Act registration, in reliance on registration exemptions, and are restricted securities subject to transfer restrictions. Shares issued upon warrant exercise will have the same restrictions. Immediately after closing, no purchaser held 5% or more of the company’s aggregate voting power.