Lianhe Sowell (LHSW) CEO’s entity buys 2.4M high-vote Class B shares at $0.165

Rhea-AI Filing Summary

Lianhe Sowell International Group Ltd CEO Zhu Yue, through Lianyue Holding Limited, reported an indirect acquisition of 2,400,000 Class B Ordinary Shares. These shares were purchased from the company under a share subscription agreement at $0.165 per share, with closing on June 30, 2026.

After this transaction, Lianyue Holding indirectly holds 2,550,000 Class B Ordinary Shares and 939,688 Class A Ordinary Shares. Each Class B share is convertible into one Class A share and carries 100 votes, while each Class A share carries 1 vote. The share counts reflect a 1-for-16 share consolidation effective June 22, 2026.

Insights

Equity ownership and governance analyst

CEO-controlled entity acquires high-vote Class B shares at $0.165 each.

The filing shows Lianyue Holding Limited, wholly owned by CEO Zhu Yue, acquiring 2.4 million Class B Ordinary Shares via a share subscription agreement at $0.165 per share, closing on June 30, 2026. This is classified as a grant/award or other acquisition, not an open-market purchase.

Following the transaction, Lianyue Holding indirectly holds 2,550,000 Class B and 939,688 Class A shares. Because each Class B share carries 100% of the voting power of 100 Class A shares and is convertible 1-for-1 into Class A, the structure concentrates voting control with the CEO’s entity. Actual impact on overall control depends on total shares outstanding, which is not detailed in this excerpt.

Insider Trade Summary

2 transactions reported

Mixed 2 txns

Insider Zhu Yue

Role CEO

Type	Security	Shares	Price	Value
Grant/Award	Class B Ordinary Shares	2,400,000	$0.165	$396K
holding	Class A Ordinary Shares	--	--	--

Holdings After Transaction: Class B Ordinary Shares — 2,550,000 shares (Indirect, By Lianyue Holding Limited); Class A Ordinary Shares — 939,688 shares (Indirect, By Lianyue Holding Limited)

Footnotes (1)

1. Class B Ordinary Shares are convertible into Class A Ordinary Shares at holders' option at any time on a one-to-one basis. Class A Ordinary Shares are not convertible into Class B Ordinary Shares under any circumstance. Each Class A Ordinary Share entitles to 1 vote and each Class B Ordinary Share entitles to 100 votes. The number of Class A Ordinary Shares and Class B Ordinary shares in this form reflected the 1-for-16 share consolidation, which was made effective on June 22, 2026. Lianyue Holding Limited ("Lianyue Holding") is a limited liability company incorporated under the British Virgin Islands laws and wholly-owned by Yue Zhu, who has the sole voting and dispositive power with respect to the shares owned by this entity. Lianyue Holding entered into certain share subscription agreement with the Issuer and its subsidiary Shenzhen Sowell Technology Development Co., Ltd, pursuant to which, Lianyue Holding purchased in aggregate of 2,400,000 Class B Ordinary Shares from the Issuer at a per share purchase price of $0.165. The transaction was closed on June 30, 2026

Key Figures

Class B shares acquired: 2,400,000 shares Purchase price: $0.165 per share Class B shares after transaction: 2,550,000 shares +3 more

6 metrics

Class B shares acquired 2,400,000 shares Class B Ordinary Shares acquired under subscription; closed June 30, 2026

Purchase price $0.165 per share Per share purchase price for Class B subscription

Class B shares after transaction 2,550,000 shares Indirect Class B holdings following June 30, 2026 transaction

Class A shares held 939,688 shares Indirect Class A holdings by Lianyue Holding

Voting power per Class B share 100 votes Each Class B share versus 1 vote per Class A share

Share consolidation ratio 1-for-16 Share consolidation effective June 22, 2026

Key Terms

Class B Ordinary Shares, share subscription agreement, 1-for-16 share consolidation, voting and dispositive power, +1 more

5 terms

Class B Ordinary Shares financial

"Class B Ordinary Shares are convertible into Class A Ordinary Shares at holders' option"

Class B ordinary shares are a type of ownership stake in a company that typically come with different voting rights or privileges compared to other share classes. For investors, they represent a way to hold part of the company’s value and influence its decisions, often with fewer voting rights than Class A shares. Understanding these shares helps investors assess their level of control and potential returns within a company.

share subscription agreement financial

"Lianyue Holding entered into certain share subscription agreement with the Issuer"

A share subscription agreement is a written contract in which an investor agrees to buy a specific number of a company's shares at an agreed price and under stated conditions. It matters to investors because it spells out who pays what, when shares are issued, and any protections or obligations for both sides—like a detailed purchase order that clarifies ownership, timing and potential dilution risk so investors know exactly how their stake will be created and protected.

1-for-16 share consolidation financial

"reflected the 1-for-16 share consolidation, which was made effective on June 22, 2026"

voting and dispositive power financial

"Yue Zhu, who has the sole voting and dispositive power with respect to the shares"

convertible financial

"Class B Ordinary Shares are convertible into Class A Ordinary Shares at holders' option"

A convertible is a type of investment that starts as a loan or preferred stake (like a bond or preferred share) but can be exchanged for common shares of the company at a set price or under certain conditions. It matters to investors because it offers a mix of steady income and downside protection like a loan, plus the upside of stock ownership if the company does well—similar to holding a coupon that you can trade for a full ticket if the event becomes valuable.

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Form 4 Insider Transactions: What Each Field Means →

Available on EDGAR 07/02/2026 - 04:46 PM Accepted by SEC EDGAR 07/02/2026 - 04:45 PM Learn about SEC filing dates

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).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Zhu Yue

(Last) (First) (Middle)

C/O/ 15TH FLOOR, SANNUO SMART BUILDING

NO. 3388 BINHAI AVE, NANSHAN DISTRICT

(Street)

SHENZHEN CHINA 518000

(City) (State) (Zip)

CHINA

(Country)

2. Issuer Name and Ticker or Trading Symbol
Lianhe Sowell International Group Ltd [ LHSW ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	CEO

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
06/30/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

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
Class B Ordinary Shares(1)	06/30/2026		A		2,400,000(3)	A	$0.165	2,550,000	I	By Lianyue Holding Limited(2)
Class A Ordinary Shares(1)								939,688	I	By Lianyue Holding Limited(2)

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

Explanation of Responses:

1. Class B Ordinary Shares are convertible into Class A Ordinary Shares at holders' option at any time on a one-to-one basis. Class A Ordinary Shares are not convertible into Class B Ordinary Shares under any circumstance. Each Class A Ordinary Share entitles to 1 vote and each Class B Ordinary Share entitles to 100 votes. The number of Class A Ordinary Shares and Class B Ordinary shares in this form reflected the 1-for-16 share consolidation, which was made effective on June 22, 2026.

2. Lianyue Holding Limited ("Lianyue Holding") is a limited liability company incorporated under the British Virgin Islands laws and wholly-owned by Yue Zhu, who has the sole voting and dispositive power with respect to the shares owned by this entity.

3. Lianyue Holding entered into certain share subscription agreement with the Issuer and its subsidiary Shenzhen Sowell Technology Development Co., Ltd, pursuant to which, Lianyue Holding purchased in aggregate of 2,400,000 Class B Ordinary Shares from the Issuer at a per share purchase price of $0.165. The transaction was closed on June 30, 2026

	/s/ Yue Zhu	07/02/2026
	** 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.
* Form 4: SEC 1474 (03-26)

FAQ

What did Lianhe Sowell (LHSW) CEO Zhu Yue report in this Form 4?

The Form 4 reports that CEO Zhu Yue’s entity, Lianyue Holding Limited, acquired 2,400,000 Class B Ordinary Shares at $0.165 per share under a share subscription agreement, with the transaction closing on June 30, 2026.

How many Lianhe Sowell (LHSW) Class B shares does Lianyue Holding own after the transaction?

After the transaction, Lianyue Holding indirectly owns 2,550,000 Class B Ordinary Shares. This reflects the newly acquired 2,400,000 shares plus existing holdings, as reported in the Form 4 for the position following the June 30, 2026 closing.

What price was paid for the Lianhe Sowell (LHSW) Class B shares in this filing?

Lianyue Holding purchased 2,400,000 Class B Ordinary Shares at a per share price of $0.165. The acquisition was made directly from the issuer under a share subscription agreement that closed on June 30, 2026, rather than through open-market trading.

How do Lianhe Sowell (LHSW) Class B shares compare to Class A shares?

Each Class B Ordinary Share is convertible into one Class A Ordinary Share at the holder’s option and carries 100 votes, while each Class A share carries 1 vote and is not convertible into Class B, creating a higher-vote share class for Class B holders.

What indirect holdings does Zhu Yue have in Lianhe Sowell (LHSW) Class A shares?

Through Lianyue Holding Limited, which is wholly owned by Zhu Yue, the Form 4 reports indirect ownership of 939,688 Class A Ordinary Shares. Zhu Yue has sole voting and dispositive power over shares held by this British Virgin Islands company.

Did the Lianhe Sowell (LHSW) Form 4 involve open-market buying or selling?

No, the reported acquisition is through a share subscription agreement with the issuer and its subsidiary. The transaction is coded as a grant, award, or other acquisition, indicating it is not an open-market buy or sell in public trading.