JBDI Holdings Ltd (JBDI) director discloses 3.95M-share, 46% beneficial stake

Rhea-AI Filing Summary

JBDI Holdings Ltd’s director Neo Chin Heng, a Singapore citizen, reports beneficial ownership of 3,947,910 Ordinary Shares, representing 46.0% of the company’s outstanding Ordinary Shares. These shares are held of record by E U Holdings Pte. Ltd., where Neo owns 50% of the equity and serves as a director, giving him shared voting and dispositive power and no sole power.

The position arose through a series of transactions, including a sale and purchase agreement involving Jurong Barrels, a reorganization in which shares were exchanged for JBDI equity, a 1:2 forward stock split tied to the initial public offering, subsequent registered resale of shares, and a later reverse stock split. Neo states he has no current plans or proposals regarding major corporate changes described in the Schedule 13D items.

Key Figures

Shares beneficially owned: 3,947,910 Ordinary Shares Ownership percentage: 46.0 % Shared voting power: 3,947,910.00 shares +5 more

8 metrics

Shares beneficially owned 3,947,910 Ordinary Shares Ordinary Shares beneficially owned by Neo Chin Heng through E U Holdings Pte. Ltd.

Ownership percentage 46.0 % Percent of JBDI’s outstanding Ordinary Shares represented by 3,947,910 shares

Shared voting power 3,947,910.00 shares Shares over which Neo has shared voting power

Sole voting power 0.00 shares Shares over which Neo has sole voting power

Sole dispositive power 0.00 shares Shares over which Neo has sole dispositive power

Forward stock split ratio 1:2 Share forward stock split effected on February 7, 2024 for the IPO

Shares issued in reorganization 4,704,179 Ordinary Shares Ordinary Shares issued to E U Holdings Pte. Ltd. in the May 30, 2023 reorganization

Shares sold in IPO resale 299,998 Ordinary Shares Ordinary Shares sold pursuant to a registration of resale shares during the initial public offering

Key Terms

beneficially owned, dispositive power, reorganization agreement, forward stock split, +2 more

6 terms

beneficially owned financial

"Aggregate amount beneficially owned by each reporting person 394,791.00"

Beneficially owned describes securities or assets where a person has the economic rights and control—such as the right to receive dividends and to direct voting—even if legal title is held in another name. Think of it like having the keys and using a car that’s registered to someone else: you get the benefits and make decisions. Investors care because beneficial ownership reveals who truly controls value and voting power, affecting corporate decisions and takeover dynamics.

dispositive power financial

"Sole Dispositive Power 0.00 10 | Shared Dispositive Power 3,947,910.00"

Dispositive power is the authority to decide the final outcome of an asset, legal claim, contract, or corporate action — in effect the power to dispose of or resolve something. For investors it matters because whoever holds that authority can determine who gets paid, who controls an asset or vote, and how risks and returns are allocated; think of it like holding the key that lets you lock in the winner or loser in a deal.

reorganization agreement financial

"entered into a reorganization agreement pursuant to which the Reporting Person"

forward stock split financial

"effected a 1:2 share forward stock split resulting in E U Holdings"

A forward stock split is when a company increases the number of its shares by dividing each existing share into smaller parts. This makes the stock price lower and more affordable for investors, similar to splitting a pizza into more slices so everyone can get a smaller piece. It doesn't change the company's total value, just how it's divided among shareholders.

reverse stock split financial

"The Issuer effected a reverse stock split June 29, 2026 resulting in the current ownership"

A reverse stock split reduces a company's number of outstanding shares while raising the price per share proportionally, so the total value of each investor's holding is unchanged; a 1-for-10 split turns 100 shares worth $1 each into 10 shares worth $10 each. Companies often do this to regain compliance with an exchange's minimum price rule or to attract investors who avoid very low-priced stocks.

registration of resale shares financial

"subsequently sold 299,998 Ordinary Shares pursuant to a registration of resale shares"

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Available on EDGAR 08/03/2026 - 01:51 PM Accepted by SEC EDGAR 08/03/2026 - 01:50 PM Learn about SEC filing dates

FAQ

What stake in JBDI (JBDI) does Neo Chin Heng report owning?

Neo Chin Heng reports beneficial ownership of 3,947,910 Ordinary Shares of JBDI Holdings Ltd, representing 46.0% of the outstanding Ordinary Shares, held indirectly through E U Holdings Pte. Ltd., where he is a 50% equity owner and director.

How does Neo Chin Heng hold his JBDI (JBDI) shares?

The 3,947,910 JBDI shares are held of record by E U Holdings Pte. Ltd.. Neo owns 50% of E U Holdings’ equity and is a director, giving him shared voting and dispositive power over these shares, with no sole voting or dispositive authority.

What transactions led to Neo Chin Heng’s current JBDI (JBDI) ownership?

Neo’s position stems from a sale and purchase agreement involving Jurong Barrels, a reorganization where shares were exchanged for JBDI equity, a 1:2 forward stock split before the IPO, a registered resale of 299,998 shares, and a later reverse stock split.

Does Neo Chin Heng plan changes to control or strategy at JBDI (JBDI)?

Neo states he does not have any plans or proposals relating to major corporate actions listed in the Schedule 13D, such as mergers, sales of assets, board changes, recapitalizations, or other control-related transactions concerning JBDI Holdings Ltd.

What recent trading activity in JBDI (JBDI) shares does the filing report?

For the 60 days prior to the reported event date, Neo Chin Heng reports no transactions in JBDI’s Ordinary Shares. His current 3,947,910-share position reflects earlier restructurings, stock splits, and a prior registered resale during the company’s initial public offering.

What voting and dispositive powers over JBDI (JBDI) shares does Neo hold?

Neo reports 0 shares with sole voting or dispositive power and 3,947,910 shares with shared voting and dispositive power through E U Holdings Pte. Ltd., which is the record holder of the JBDI Ordinary Shares.

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13D

Under the Securities Exchange Act of 1934

JBDI Holdings Ltd

(Name of Issuer)

Ordinary Shares, par value $0.001

(Title of Class of Securities)

G50883209

(CUSIP Number)

Neo Chin Heng
34 Gul Crescent,
Singapore, U0, 629538
65 6861 4150

(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)

08/06/2024

(Date of Event Which Requires Filing of This Statement)

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box.

The information required on the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

schemaVersion:

SCHEDULE 13D

CUSIP Number(s): G50883209

1

Name of reporting person

Neo Chin Heng

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

OO

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

SINGAPORE

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 3,947,910.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 3,947,910.00

11

Aggregate amount beneficially owned by each reporting person

394,791.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

46.0 %

14

Type of Reporting Person (See Instructions)

IN

Comment for Type of Reporting Person:

The Reporting Person is the equity owner of 50% of the shares of E U Holdings Pte. Ltd. and is also a director. Therefore, the Reporting Person has shared power and authority over the voting and disposition of the shares of the Issuer, which are held of record by E U Holdings Pte. Ltd.

SCHEDULE 13D

Item 1.	Security and Issuer
(a)	Title of Class of Securities: Ordinary Shares, par value $0.001
(b)	Name of Issuer: JBDI Holdings Ltd
(c)	Address of Issuer's Principal Executive Offices: 34 Gul Crescent, Singapore, SINGAPORE , 629538.
Item 2.	Identity and Background
(a)	Neo Chin Heng
(b)	34 Gul Crescent, Singapore, Singapore 629538
(c)	Director
(d)	No
(e)	No
(f)	U0
Item 3.	Source and Amount of Funds or Other Consideration
	On October 10, 2022, the Reporting Person, as an officer and director of E U Holdings Pte. Ltd., and others entered into a sale and purchase agreement pursuant to which the Reporting Person and others transferred its entire shareholding interest in Jurong Barrels to JBDI. The consideration is settled by JBDI allotting and issuing 1 Ordinary Share to E U Holdings Pte. Ltd. On May 30, 2023, the Reporting Person, as an officer and director of E U Holdings Pte. Ltd., and others entered into a reorganization agreement pursuant to which the Reporting Person and others transferred his 490 Ordinary Shares into the Issuer. The consideration was the Issuer issuing 4,704,179 Ordinary Shares to E U Holdings Pte. Ltd.. Upon completion of the reorganization, the Reporting Person, through E U Holdings Pte. Ltd. Indirectly owns 4,704,179 Ordinary Shares of the Issuer. On February 7, 2024, for purposes of the initial public offering, the Issuer effected a 1:2 share forward stock split resulting in E U Holdings Pte. Ltd. owning 9,408,368 Ordinary Shares of the Issuer. The Reporting Person subsequently sold 299,998 Ordinary Shares pursuant to a registration of resale shares during the initial public offering resulting in 9,108,360 Ordinary Shares held of record by E U Holdings Pte. Ltd. The Issuer effected a reverse stock split June 29, 2026 resulting in the current ownership of 3,947,910 ordinary shares held of record by E U Holdings Pte. Ltd.
Item 4.	Purpose of Transaction
	The Reporting Person acquired its 3,947,910 shares of the Issuer pursuant to the reorganization and forward stock split described in Item 3, above. The Reporting Person does not have any plans or proposals that relate to items (a) through (j) above.
Item 5.	Interest in Securities of the Issuer
(a)	3,947,910 Ordinary Shares, the percentage is 46.0%
(b)	The Reporting Person has shared voting and dispositive power over 3,947,910 Ordinary Shares, which are held of record by E U Holdings Pte. Ltd. and represents 46.03% of the outstanding Ordinary Shares of the Issuer.
(c)	There were no transactions in the class of securities reported that were effected during the past 60 days by the Reporting Person.
(d)	None
(e)	Not applicable.
Item 6.	Contracts, Arrangements, Understandings or Relationships With Respect to Securities of the Issuer
	None
Item 7.	Material to be Filed as Exhibits.
	None

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

Neo Chin Heng

Signature:	/s/ Neo Chin Heng
Name/Title:	Director
Date:	08/03/2026