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New HWH International (HWH) director holds 20M shares, 160M warrants

(Neutral)
(Neutral)
Form Type
3

Rhea-AI Filing Summary

HWH International Inc. reported initial beneficial ownership information for Liu Ming Hui and Smart Dynamics Technology Limited20,000,000 shares of common stock and warrants for 160,000,000 shares of common stock with an exercise price of $0.63 per share, expiring on August 10, 2030. These securities were acquired on August 10, 2026 and are held indirectly; Liu Ming Hui is a director and owner of Smart Dynamics and may be deemed to beneficially own these securities. Liu Ming Hui joined the Board of Directors of HWH International Inc. on August 10, 2026.

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Insider Liu Ming Hui, Smart Dynamics Technology Ltd
Role Director, 10% Owner | 10% Owner
Type Security Shares Price Value
holding Warrants F1 -- -- --
holding Common Stock F1 -- -- --
Holdings After Transaction: Warrants — 160,000,000 shares (Indirect, (1)Owned by Smart Dynamics Technology Limited.); Common Stock — 20,000,000 shares (Indirect, (1)Owned by Smart Dynamics Technology Limited)
Footnotes (1)
  1. F1. Smart Dynamics Technology Limited owns 20,000,000 shares and warrants to purchase 160,000,000 shares of the Issuer's common stock, acquired on August 10, 2026. Liu Ming Hui is a director and owner of Smart Dynamics Technology Limited, and may be deemed to possess beneficial ownership of the shares of the Issuer owned by Smart Dynamics Technology Limited. Mr. Liu joined the Board of Directors of HWH International Inc. on August 10, 2026.
Indirectly held common shares 20,000,000 shares Common Stock owned by Smart Dynamics Technology Limited, acquired on August 10, 2026
Warrant underlying shares 160,000,000 shares Common Stock underlying warrants held indirectly via Smart Dynamics Technology Limited
Warrant exercise price $0.63 per share Exercise price of warrants for 160,000,000 HWH common shares
Warrant expiration date 2030-08-10 Expiration date of the indirectly held warrants
Board appointment date August 10, 2026 Date Liu Ming Hui joined the Board of Directors of HWH International Inc.
beneficial ownership financial
"may be deemed to possess beneficial ownership of the shares of the Issuer"
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.
Warrants financial
"Smart Dynamics Technology Limited owns 20,000,000 shares and warrants to purchase 160,000,000"
Warrants are special documents that give you the right to buy a company's stock at a set price before a certain date. They are often used as a way for companies to attract investors or raise money, and their value can increase if the company's stock price goes up.
Common Stock financial
"warrants to purchase 160,000,000 shares of the Issuer's common stock"
Common stock represents ownership shares in a company, giving investors a stake in its success and a say in important decisions through voting rights. It is the most common type of stock traded on markets and can provide income through dividends, as well as potential for value growth. For investors, holding common stock means sharing in the company’s profits and risks.

FAQ

What ownership did Liu Ming Hui report in HWH (HWH) on this Form 3?

The filing reports indirect beneficial ownership through Smart Dynamics Technology Limited of 20,000,000 common shares and warrants for 160,000,000 common shares of HWH International Inc., all acquired on August 10, 2026.

How many HWH (HWH) common shares does Smart Dynamics Technology Limited hold?

Smart Dynamics Technology Limited holds 20,000,000 shares of HWH common stock. These shares were acquired on August 10, 2026, and are reported as indirectly owned in the Form 3 filed for Liu Ming Hui and Smart Dynamics.

What warrant position in HWH (HWH) is reported for Smart Dynamics Technology Limited?

Smart Dynamics Technology Limited holds warrants to purchase 160,000,000 HWH common shares at an exercise price of $0.63 per share, with an expiration date of August 10, 2030, according to the Form 3 disclosure.

What is Liu Ming Hui’s relationship to Smart Dynamics Technology Limited and HWH (HWH)?

Liu Ming Hui is a director and owner of Smart Dynamics Technology Limited and joined the Board of Directors of HWH International Inc. on August 10, 2026. He may be deemed to possess beneficial ownership of the securities held by Smart Dynamics.

Are the HWH (HWH) securities reported on the Form 3 held directly by Liu Ming Hui?

No, the securities are reported as indirectly owned and are held by Smart Dynamics Technology Limited. Liu Ming Hui, as director and owner of Smart Dynamics, may be deemed to have beneficial ownership of those HWH securities.

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Learn about SEC filing dates
SEC Form 3
FORM 3UNITED 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
OMB APPROVAL
OMB Number:3235-0104
Estimated average burden
hours per response:0.5
1. Name and Address of Reporting Person*
Liu Ming Hui

(Last)(First)(Middle)
16/F CAPITAL CENTRE,
151 GLOUCESTER ROAD, WAN CHAI

(Street)
HONG KONG

(City)(State)(Zip)

HONG KONG

(Country)
2. Date of Event Requiring Statement (Month/Day/Year)
08/10/2026
3. Issuer Name and Ticker or Trading Symbol
HWH International Inc. [ HWH ]
3a. Foreign Trading Symbol
5. If Amendment, Date of Original Filed (Month/Day/Year)
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirectorX10% Owner
Officer (give title below)Other (specify below)
6. Individual or Joint/Group Filing (Check Applicable Line)
Form filed by One Reporting Person
XForm 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)
Common Stock20,000,000(1)I(1)(1)Owned by Smart Dynamics Technology Limited
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 ExercisableExpiration DateTitleAmount or Number of Shares
Warrants08/10/202608/10/2030Common Stock160,000,000$0.63I(1)(1)Owned by Smart Dynamics Technology Limited.
1. Name and Address of Reporting Person*
Liu Ming Hui

(Last)(First)(Middle)
16/F CAPITAL CENTRE,
151 GLOUCESTER ROAD, WAN CHAI

(Street)
HONG KONG

(City)(State)(Zip)

HONG KONG

(Country)

Relationship of Reporting Person(s) to Issuer
XDirectorX10% Owner
Officer (give title below)Other (specify below)
1. Name and Address of Reporting Person*
Smart Dynamics Technology Ltd

(Last)(First)(Middle)
16/F CAPITAL CENTRE,
151 GLOUCESTER ROAD, WAN CHAI

(Street)
HONG KONG

(City)(State)(Zip)

HONG KONG

(Country)

Relationship of Reporting Person(s) to Issuer
DirectorX10% Owner
Officer (give title below)Other (specify below)
Explanation of Responses:
1. Smart Dynamics Technology Limited owns 20,000,000 shares and warrants to purchase 160,000,000 shares of the Issuer's common stock, acquired on August 10, 2026. Liu Ming Hui is a director and owner of Smart Dynamics Technology Limited, and may be deemed to possess beneficial ownership of the shares of the Issuer owned by Smart Dynamics Technology Limited. Mr. Liu joined the Board of Directors of HWH International Inc. on August 10, 2026.
/s/ Liu Ming Hui08/17/2026
/s/ Liu Ming Hui Director Smart Dynamics Technology Ltd08/17/2026
** Signature of Reporting PersonDate
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 3: SEC 1473 (03-26)