Ng Tse Meng details substantial indirect GCL (GCL) holdings via RF Dynamic LLC

Rhea-AI Filing Summary

GCL Global Holdings Ltd director Ng Tse Meng filed an initial ownership report showing significant indirect stakes held through RF Dynamic LLC. The filing reports 2,875,000 Ordinary Shares issued to RF Dynamic LLC in exchange for an equal number of RF Acquisition Corp shares before the business combination with GCL Global Holdings Ltd.

It also reports Warrants held indirectly through RF Dynamic LLC that are exercisable for 4,450,500 Ordinary Shares, with an exercise price reported as $0.0000 per share. RF Dynamic LLC is the record holder of all securities, and Ng is its sole member and manager with voting and investment discretion over these holdings.

SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person^*

Ng Tse Meng

(Last) (First) (Middle)

111 SOMERSET, #05-06

(Street)

SINGAPORE U0 238164

(City) (State) (Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
02/13/2025

3. Issuer Name and Ticker or Trading Symbol
GCL Global Holdings Ltd [ GCL ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

5. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Ordinary Shares, par value $0.0001 per share	2,875,000	I(1)	See Footnote(1)

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Warrants	(2)	(2)	Ordinary Shares	4,450,500	(2)	I	See Footnote(2)

Explanation of Responses:

1. Includes 2,875,000 Ordinary Shares issued to RF Dynamic LLC in exchange for the same number of shares of common stock of RF Acquisition Corp held by RF Dynamic LLC immediately prior to the closing of business combination with GCL Global Holdings Ltd. RF Dynamic LLC is the record holder of the securities reported herein. Tse Meng Ng is the sole member and manager of RF Dynamic LLC and has voting and investment discretion with respect to the securities held of record by RF Dynamic LLC.

2. Includes 4,450,500 Ordinary Shares issuable upon exercise of 4,450,500 Warrants. RF Dynamic LLC is the record holder of the securities reported herein. Tse Meng Ng is the sole member and manager of RF Dynamic LLC and has voting and investment discretion with respect to the securities held of record by RF Dynamic LLC.

	/s/ Tse Meng Ng	03/16/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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