Welcome to our dedicated page for HWH International SEC filings (Ticker: HWH), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
The HWH International Inc. (HWH) SEC filings page on Stock Titan provides access to the company’s official regulatory disclosures, including Forms 10-K, 10-Q, 8-K, proxy statements and registration materials. These documents present how HWH describes its purpose-driven lifestyle business built around Hapi Marketplace, Hapi Cafe, Hapi Travel and Hapi Wealth Builder, as well as its robotics-related activities.
Through its Form 8-K filings, HWH reports material events such as a reincorporation merger between Delaware and Nevada entities, noting that the Nevada corporation continues as the surviving company and that its common stock continues to trade on the Nasdaq Capital Market under the symbol HWH. Other 8-Ks disclose a 1-for-5 reverse stock split intended to address Nasdaq minimum bid price requirements, changes in the independent registered public accounting firm, capital transactions, and the sale of a majority stake in a Singapore cafe subsidiary to a significant stockholder.
The company’s DEF 14A proxy statement sets out information for its annual meeting of stockholders, including proposals to elect directors and ratify the appointment of its independent registered public accounting firm. The proxy materials also describe voting procedures, virtual meeting logistics and sections on executive compensation, related party transactions and security ownership.
Investors can use registration statements and prospectus-related filings, such as the Form S-1 referenced in HWH’s public offering announcement, to understand the terms of equity offerings, including common stock and pre-funded warrants. Filings discussing related party loans, credit facilities and equity issuances to affiliates provide additional detail on the company’s financing arrangements.
On Stock Titan, AI-powered tools summarize lengthy filings, highlight key items such as reverse stock splits, auditor changes and merger agreements, and help users navigate sections on governance, related party transactions and capital structure. Users can also track new 8-Ks, proxy statements and other HWH filings as they are made available through EDGAR.
HWH International Inc. approved two corporate actions by written consent of majority stockholders: a reincorporation from Delaware to Nevada via a merger and adoption of the 2025 Incentive Compensation Plan.
The plan covers 1,295,280 shares of common stock. Upon reincorporation, authorized capital will be 500,000,000 shares (450,000,000 common; 50,000,000 preferred). Each Delaware share will convert 1-for-1 into a Nevada share, and the stock will continue trading on Nasdaq as “HWH.”
Approval was granted on October 10, 2025 by holders of 5,067,334 shares, representing approximately 78.2% of outstanding common stock. The actions can become effective no sooner than November 10, 2025 after mailing. Shares outstanding were 6,476,400 as of the record date. The company cites estimated annual franchise tax savings of about $37,000 after paying $205,000 for 2023 and $48,810 for 2024. No appraisal rights apply.
HWH International Inc. filed a Preliminary Information Statement (PRE 14C) describing corporate changes and voting results tied to a reorganization. The filing shows a proposed change of the parent corporation from a Delaware to a Nevada entity (listed as “NEW HWH”). The document includes vote totals and ownership stakes: 5,114,709 votes representing 78.4% associated with Chan Heng Fai, closely matched by Alset Inc. with 5,112,109 votes (78.4%). Other disclosed holders include Alset International Limited with 1,991,669 shares (30.8%) and Alset Acquisition Sponsor, LLC with 582,850 shares (8.9%).
The statement lists governance items (charter and bylaw amendments, director procedures, indemnification, fiduciary duties) that shareholders were asked to vote on. The filing text provided is partial and appears to contain table fragments and signatures rather than a full narrative of outcomes or transaction economics.
HWH International Inc. discloses board and executive details, ownership stakes, fees paid to auditors, and governance policies in this definitive proxy statement. The filing lists directors including Wong Tat Keung (age 55), William Wu (59), Wong Shui Yeung (55), and executives including Rongguo (Ronald) Wei as Chief Financial Officer (age 54). The company states it has adopted an insider trading policy governing purchases and sales by directors, officers, and employees to promote compliance with insider trading laws and Nasdaq standards. Audit-related fees of $115,594 and prior-period audit fees of $50,861 are disclosed, with no tax or other fees reported. Beneficial ownership shows All Directors and Officers hold 5,067,334 shares representing 78.2%; related parties include Alset Acquisition Sponsor, LLC with 535,475 shares (5.5%) and Alset International Limited with 1,991,669 shares. Several table entries and demographic fields appear in tabular form.
HWH International Inc. reported a leadership change and extensive related-party activity. On October 3, 2025, Chief Executive Officer John “JT” Thatch resigned, with the board chair, Chan Heng Fai, age 80, returning to the CEO role. The company also added its Chief Operating Officer, Danny Lim, to the board.
The filing outlines deep ties with majority stockholder Alset Inc. and its affiliates, including a $1,000,000 unsecured credit facility at a 3% interest rate, debt conversions into common stock, and equity purchases totaling several million dollars in recent periods. As of June 30, 2025, amounts due to Alset International Limited were $5,052,090. HWH also entered numerous convertible note and loan agreements with related party Sharing Services Global Corporation, plus completed the staged acquisition of insurance firm LEH and sold 70% of a Singapore café subsidiary to Alset International Limited for about $170,754.
HWH International Inc. and related entities reported a convertible note purchase from SHARING SERVICES GLOBAL Corp (SHRG). On 10/06/2025 the issuer issued a convertible promissory note for $200,000 to HWH International Inc. The note converts at $0.006 per share at HWH's option and matures three years later on 10/06/2028, making the maximum underlying common stock equal to 33,333,333 shares if fully converted. The reporting shows Chan Heng Fai Ambrose as a director and majority controller of HWH and Alset Inc., with dispositive control over the securities held by HWH.
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.
HWH International Inc. disclosed that its Singapore subsidiary, Alset F&B Holdings Pte. Ltd., entered into and completed a sale and purchase agreement on September 10, 2025 with Alset International Limited.
Under this agreement, the subsidiary sold 70% of the outstanding shares of Alset F&B One Pte. Ltd., which operates a cafe in Singapore, to Alset International for S$218,941.26 (approximately $170,754 U.S. Dollars). Alset F&B One was incorporated on April 10, 2017 and generated about $470,000 U.S. Dollars in revenue in 2024. After the sale, HWH’s subsidiary will continue to own 20% of Alset F&B One.
The buyer is described as a significant stockholder of HWH International. The Company’s Chairman, Chan Heng Fai, is also Chairman and Chief Executive Officer of the buyer, and two other HWH directors, Wong Shui Yeung and Wong Tat Keung, also serve as directors of the buyer. HWH filed the full Sale and Purchase Agreement as Exhibit 10.1 and unaudited pro forma condensed consolidated financial information reflecting this transaction as Exhibit 99.1.