S.H.N. Financial reports 1.2% stake in Jiuzi

Rhea-AI Filing Summary

S.H.N. Financial Investments Ltd. reports beneficial ownership of Jiuzi Holdings, Inc. Ordinary Shares. The investor holds 601,770 shares and warrants deemed beneficially owned, representing 1.2% of the Ordinary Shares outstanding. This percentage is calculated using 51,512,759 Ordinary Shares outstanding as of July 27, 2026. The position includes 601,770 warrants to purchase Ordinary Shares, which relate to 4,000,000 warrants previously purchased on September 30, 2025. S.H.N. has sole voting and dispositive power over these securities and reports ownership of 5 percent or less of this class.

Key Figures

Beneficially owned securities: 601,770 Ownership percentage: 1.2% Shares outstanding: 51,512,759 +3 more

6 metrics

Beneficially owned securities 601,770 Total Ordinary Shares and warrants deemed beneficially owned by S.H.N. Financial Investments Ltd.

Ownership percentage 1.2% Percent of Jiuzi Holdings Ordinary Shares class beneficially owned by S.H.N. Financial

Shares outstanding 51,512,759 Jiuzi Holdings Ordinary Shares outstanding as of July 27, 2026, used for percentage calculation

Warrants purchased 4,000,000 Warrants to purchase Ordinary Shares bought on September 30, 2025, referenced in the amendment

Sole voting power 601,770 Number of securities over which S.H.N. Financial has sole power to vote

Sole dispositive power 601,770 Number of securities over which S.H.N. Financial has sole power to dispose

Key Terms

beneficially own, Sole Voting Power, Sole Dispositive Power, Warrants to purchase Ordinary Shares, +1 more

5 terms

beneficially own regulatory

"may be deemed to beneficially own (as that term is defined in Rule 13d-3)"

Beneficially own means having the economic rights and risks of a security—such as the right to receive dividends, sell the shares, or profit from price changes—whether or not your name appears on the official share register. Think of it like renting a car: you use it and reap the benefits even if the title lists someone else. Investors care because beneficial ownership determines who truly controls value, must be disclosed under securities rules, and can signal potential influence or trading activity that affects a stock’s price.

Sole Voting Power financial

"Sole Voting Power 601,770.00 6 | Shared Voting Power 0.00"

Sole voting power is the exclusive right to cast votes attached to a shareholder’s stock without needing approval from anyone else. Like holding the only remote control for a TV, it lets that holder decide corporate matters such as board members, mergers, and policy changes, making it important to investors because it concentrates control and can strongly influence a company’s strategy and the value of its shares.

Sole Dispositive Power financial

"Sole Dispositive Power 601,770.00 8 | Shared Dispositive Power 0.00"

Sole dispositive power is the exclusive legal authority to decide what happens to a security — for example, whether to sell, transfer, or retain shares — without needing anyone else’s permission. Investors care because it signals who truly controls the economic outcome of an investment: like holding the only key to a safe, the holder can realize gains or losses and may trigger regulatory reporting, insider rules, or influence over corporate ownership.

Warrants to purchase Ordinary Shares financial

"covering 4,000,000 Warrants to purchase Ordinary Shares purchased on September 30, 2025"

Rule 13d-3 regulatory

"beneficially own (as that term is defined in Rule 13d-3 ) the securities"

Rule 13d-3 defines who is treated as the beneficial owner of a company’s shares for U.S. securities disclosure rules — essentially anyone who has the power to vote or direct how shares are voted, or the power to buy or sell them, even if they don’t hold the certificates. For investors this matters because crossing certain ownership thresholds triggers public filing and disclosure obligations and signals potential control or influence, much like having the keys to a car implies you can drive it even if it’s registered to someone else.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What stake in Jiuzi Holdings (JZXN) does S.H.N. Financial Investments Ltd. report?

S.H.N. Financial Investments Ltd. reports beneficial ownership of 601,770 Jiuzi Holdings Ordinary Shares and related warrants, representing 1.2% of the outstanding class. The ownership is reported as 5 percent or less of the company’s Ordinary Shares.

How is the 1.2% ownership in Jiuzi Holdings (JZXN) calculated?

The 1.2% beneficial ownership is based on 51,512,759 Jiuzi Holdings Ordinary Shares outstanding as of July 27, 2026. This share count comes from correspondence with the issuer and is used to compute S.H.N.’s ownership percentage.

How many Jiuzi Holdings (JZXN) warrants does S.H.N. Financial hold in its reported position?

The reported beneficial ownership of 601,770 securities includes 601,770 warrants to purchase Jiuzi Holdings Ordinary Shares. These warrants relate to 4,000,000 warrants purchased on September 30, 2025, referenced in an earlier filing.

Does S.H.N. Financial Investments Ltd. have sole voting power over its Jiuzi Holdings (JZXN) stake?

Yes. S.H.N. Financial Investments Ltd. reports sole voting power over 601,770 Jiuzi Holdings Ordinary Shares and related warrants, with 0 shares under shared voting power, indicating full control over how these securities are voted.

Who signs for S.H.N. Financial Investments Ltd. in the Jiuzi Holdings (JZXN) Schedule 13G/A?

The filing is signed by Nir Shamir, Chief Executive Officer of S.H.N. Financial Investments Ltd., on 08/14/2026. The filing states he may be deemed to beneficially own the securities but disclaims beneficial ownership for all other purposes.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Available on EDGAR 08/14/2026 - 08:02 AM Accepted by SEC EDGAR 08/14/2026 - 08:02 AM Learn about SEC filing dates

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13G

UNDER THE SECURITIES EXCHANGE ACT OF 1934

(Amendment No. 2)

Jiuzi Holdings, Inc.

(Name of Issuer)

Ordinary Shares, par value $0.078 per share

(Title of Class of Securities)

G51400151

(CUSIP Number)

08/14/2026

(Date of Event Which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

Rule 13d-1(b)

Rule 13d-1(c)

Rule 13d-1(d)

schemaVersion:

SCHEDULE 13G

CUSIP Number(s): G51400151

1

Names of Reporting Persons

S.H.N. Financial Investments Ltd.

2

Check the appropriate box if a member of a Group (see instructions)

(a)
(b)

3

Sec Use Only

4

Citizenship or Place of Organization

ISRAEL

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 601,770.00
6	Shared Voting Power 0.00
7	Sole Dispositive Power 601,770.00
8	Shared Dispositive Power 0.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

601,770.00

10

Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)

11

Percent of class represented by amount in row (9)

1.2 %

12

Type of Reporting Person (See Instructions)

FI

SCHEDULE 13G

Item 1.
(a)	Name of issuer: Jiuzi Holdings, Inc.
(b)	Address of issuer's principal executive offices: No.168 Qianjiang Nongchang Gengwen Rd, 15th Floor, Xiaoshan Dist., Hangzhou City, Zhejiang Province 310000 People's Republic of China
Item 2.
(a)	Name of person filing: S.H.N. Financial Investments Ltd.
(b)	Address or principal business office or, if none, residence: Herzliya Hills Arik Einstein 3, Israel, 4610301
(c)	Citizenship: Israel
(d)	Title of class of securities: Ordinary Shares, par value $0.078 per share
(e)	CUSIP No.: G51400151
Item 3.	If this statement is filed pursuant to §§ 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:
(a)	Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
(b)	Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
(c)	Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
(d)	Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
(e)	An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
(f)	An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
(g)	A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
(h)	A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
(i)	A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
(j)	A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J). If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J), please specify the type of institution:
(k)	Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K).
Item 4.	Ownership
(a)	Amount beneficially owned: 601,770 This Amendment No. 2 refers to a Schedule 13G/A filed with the Securities and Exchange Commission on November 14, 2025, covering 4,000,000 Warrants to purchase Ordinary Shares purchased on September 30, 2025. The amounts in Row (5), (7) and (9) include 601,770 Warrants to purchase Ordinary Shares. The percentage set forth on Row (11) of the cover page for the reporting person is based on 51,512,759 Ordinary Shares outstanding as of July 27, 2026, based on correspondence from the Issuer. Nir Shamir is the Chief Executive Officer of the Reporting Person. As such, Mr. Shamir may be deemed to beneficially own (as that term is defined in Rule 13d-3 under the Securities Exchange Act of 1934) the securities described herein. To the extent Mr. Shamir is deemed to beneficially own such securities, Mr. Shamir disclaims beneficial ownership of these securities for all other purposes.
(b)	Percent of class: 1.2%
(c)	Number of shares as to which the person has:
	(i) Sole power to vote or to direct the vote: 601,770
	(ii) Shared power to vote or to direct the vote: 0
	(iii) Sole power to dispose or to direct the disposition of: 601,770
	(iv) Shared power to dispose or to direct the disposition of: 0
Item 5.	Ownership of 5 Percent or Less of a Class.
	Ownership of 5 percent or less of a class
Item 6.	Ownership of more than 5 Percent on Behalf of Another Person.
	Not Applicable
Item 7.	Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person.
	Not Applicable
Item 8.	Identification and Classification of Members of the Group.
	Not Applicable
Item 9.	Notice of Dissolution of Group.
	Not Applicable

Item 10.

Certifications:

By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under § 240.14a-11.

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.

S.H.N. Financial Investments Ltd.

Signature:	/s/ Nir Shamir
Name/Title:	Nir Shamir, Chief Executive Officer
Date:	08/14/2026