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[Form 4] HWH International Inc. Insider Trading Activity

Filing Impact
(Low)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

HWH International Inc. and related parties reported a convertible promissory note issued by SHARING SERVICES GLOBAL Corp (SHRG). On 09/17/2025 the issuer issued a $70,000 convertible promissory note to HWH International Inc., convertible at $0.006 per share at HWH's option. The note matures three years from issuance (09/17/2028). The Form 4 was filed by multiple reporting persons and signed on 09/19/2025 by Chan Heng Fai Ambrose on behalf of himself, HWH International Inc. and Alset Inc., with Mr. Chan identified as Chairman, CEO and majority stockholder of Alset and as Chairman of HWH, giving him dispositive control over HWH's holdings.

Positive

  • $70,000 financing was provided to the issuer via a convertible promissory note, adding capital to the company
  • Reporting disclosures identify control relationships clearly, including Mr. Chan's roles and dispositive control over HWH's securities

Negative

  • Potential dilution exists because the note converts at $0.006 per share, increasing shares outstanding if exercised
  • Limited detail on other economic terms (interest, covenants) of the note is provided in the filing

Insights

TL;DR: A $70,000 convertible note issued to an insider-controlled entity creates potential dilution but appears limited in absolute size.

The filing documents a convertible promissory note dated 09/17/2025 for $70,000 convertible at $0.006 per share and maturing 09/17/2028. The note is held by HWH International Inc., an entity controlled by the reporting person, Chan Heng Fai Ambrose. This transaction increases potential future share count if converted, but the disclosed principal amount is modest relative to typical market capitalizations; the filing provides no additional financing terms such as interest or covenants.

TL;DR: Insider-controlled entities received a convertible instrument, and reporting properly discloses control relationships and signatures.

The Form 4 identifies Chan Heng Fai Ambrose and related entities (HWH International Inc., Alset Inc.) as reporting persons and explains the chain of control and dispositive authority. Signatures dated 09/19/2025 are included. The disclosure is factual and focuses on ownership and conversion mechanics; no other governance actions are disclosed.

SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

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: 3235-0287
Estimated average burden
hours per response: 0.5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
Chan Heng Fai Ambrose

(Last) (First) (Middle)
9 TEMASEK BOULEVARD
#16-04 SUNTEC TOWER TWO

(Street)
SINGAPORE U0 038989

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
SHARING SERVICES GLOBAL Corp [ SHRG ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director X 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
09/17/2025
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
Form filed by One Reporting Person
X Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Convertible Promissory Note $0.006 09/17/2025 P $70,000(1) 09/17/2025 09/17/2028 Common Stock $70,000(1) (1) $70,000(1) I See footnote(2)
1. Name and Address of Reporting Person*
Chan Heng Fai Ambrose

(Last) (First) (Middle)
9 TEMASEK BOULEVARD
#16-04 SUNTEC TOWER TWO

(Street)
SINGAPORE U0 038989

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
HWH International Inc.

(Last) (First) (Middle)
4800 MONTGOMERY LANE,
SUITE 210

(Street)
BETHESDA MD 20814

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
Alset Inc.

(Last) (First) (Middle)
4800 MONTGOMERY LANE,
SUITE 210

(Street)
BETHESDA MD 20814

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
Explanation of Responses:
1. On September 17, 2025, the Issuer issued a convertible promissory note to HWH International Inc. ("HWH") in the amount of $70,000. This note is convertible into the Issuer's common stock at $0.006 per share at HWH's option until the maturity of the convertible note three (3) years from the date thereof.
2. Mr. Chan is the Chairman, Chief Executive Officer and majority stockholder of Alset Inc. Mr. Chan is the Chairman of HWH International Inc., which is a majority-owned subsidiary of Alset Inc. Mr. Chan has dispositive control over the securities of the Issuer owned by HWH International Inc.
/s/ Chan Heng Fai Ambrose 09/19/2025
/s/ HWH International Inc. by Chan Heng Fai Ambrose, Chairman 09/19/2025
/s/ Alset Inc. by Chan Heng Fai Ambrose, Chief Executive Officer 09/19/2025
** Signature of Reporting Person Date
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 4 (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.

FAQ

What did HWH International Inc. receive from SHARING SERVICES GLOBAL Corp (SHRG)?

HWH International Inc. received a $70,000 convertible promissory note dated 09/17/2025 convertible into common stock at $0.006 per share.

When does the convertible note mature and when was it issued?

The note was issued on 09/17/2025 and matures three years later on 09/17/2028.

Who filed the Form 4 and who signed it?

The Form 4 was filed by multiple reporting persons and signed on 09/19/2025 by Chan Heng Fai Ambrose for himself, HWH International Inc., and Alset Inc.

What is Chan Heng Fai Ambrose's relationship to HWH and Alset?

The filing states Mr. Chan is Chairman, CEO and majority stockholder of Alset Inc. and Chairman of HWH International Inc., with dispositive control over HWH's securities.

At what price can the note be converted into SHRG common stock?

The note is convertible at $0.006 per share at the holder's option.
HWH International

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