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Large share transfer and CEO change at Magic Empire Global (MEGL) detailed in 6-K

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
6-K

Rhea-AI Filing Summary

Magic Empire Global Limited reported a significant change in its shareholder base and leadership. Two selling shareholders transferred 1,638,250 Class A ordinary shares and 1,000,000 Class B ordinary shares to a group of purchasers under a definitive share purchase agreement that closed on June 11, 2026. The company was not a party to this agreement and received no proceeds.

On the same date, the chair of the board, the chief executive officer, and an independent director resigned for personal reasons, with no disagreements cited. The board appointed Shufen Huang as chairperson, interim CEO, and director, and added Jingxin Feng as director and Ke Yang as independent director. The board does not currently anticipate a material adverse impact and states that operations continue in the ordinary course.

Positive

  • None.

Negative

  • Multiple senior departures on June 11, 2026 – including the chair of the board, the chief executive officer, and an independent director – represent a notable leadership transition that may raise governance and continuity questions despite the board’s statement that operations continue in the ordinary course.

Insights

MEGL reports a major board and CEO reshuffle alongside a large secondary share transfer.

The filing describes a sizable secondary transfer of 1,638,250 Class A and 1,000,000 Class B shares from two shareholders to new purchasing entities. Because the company was not a party and received no proceeds, this is a change in ownership, not new capital.

Simultaneously, the board chair, CEO, and an independent director resigned, with the company stating these were for personal reasons and without disagreements. New leadership, led by interim CEO and chairperson Shufen Huang, has been appointed, and committee roles were rebalanced.

The board explicitly states it does not currently anticipate a material adverse impact on business operations or financial position, and that operations continue in the ordinary course. Investors may focus on how the new leadership and changed shareholder base are reflected in future disclosures.

Class A shares transferred 1,638,250 shares Aggregate Class A ordinary shares under share purchase agreement closed June 11, 2026
Class B shares transferred 1,000,000 shares Aggregate Class B ordinary shares under share purchase agreement closed June 11, 2026
Closing date of share purchase June 11, 2026 Closing of definitive share purchase agreement between selling shareholders and purchasers
Board resignations effective date June 11, 2026 Resignations of chair, CEO, and independent director effective immediately
Share Purchase Agreement financial
"entered into a definitive share purchase agreement (the “Share Purchase Agreement”) on May 22, 2026"
A share purchase agreement is a written contract that outlines the terms and conditions for buying and selling shares of a company. It specifies details like the price, number of shares, and any special conditions, ensuring both buyer and seller agree on the transaction. For investors, it provides clarity and legal protection, making sure the purchase is clear and enforceable.
Section 13(d) regulatory
"will make such filings as may be required under Section 13(d) of the Securities Exchange Act of 1934"
Independent Director financial
"Ms. Ka Lee Lam (“Ms. Lam”) from her position as Independent Director of the Board"
An independent director is a member of a company's board of directors who is not involved in the company's day-to-day operations and has no significant relationships with the company that could influence their judgment. Their role is to provide unbiased oversight and ensure the company is managed in the best interests of all shareholders. This helps build trust and confidence among investors by promoting transparency and accountability.
Audit Committee financial
"the members of the Committees of the Company were as follows | | Audit Committee | | Compensation Committee"
A company's audit committee is a small group of board members who act like independent inspectors for the firm's finances, overseeing how financial reports are prepared, monitoring internal controls, and managing the relationship with external auditors. Investors care because a strong audit committee reduces the risk of accounting errors, fraud, or misleading statements, making financial statements more trustworthy and helping protect shareholder value.
Nominating and Corporate Governance Committee financial
"Nominating and Corporate Governance Committee Mr. Chi Wai Siu | | Chairman"
A nominating and corporate governance committee is a group within a company's board of directors responsible for selecting and recommending individuals to serve as company leaders, such as directors or executives. They also develop and oversee policies to ensure the company is run fairly, ethically, and transparently. This committee matters to investors because it helps ensure the company is well-managed and guided by qualified, responsible leadership.
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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 6-K

 

REPORT OF FOREIGN PRIVATE ISSUER

PURSUANT TO RULE 13a-16 OR 15d-16

UNDER THE SECURITIES EXCHANGE ACT OF 1934

 

For the month of June 2026

 

Commission File Number: 001-41467

 

Magic Empire Global Limited

3/F, 8 Wyndham Street

Central, Hong Kong

(Address of Principal Executive Offices)

 

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.

 

Form 20-F ☒ Form 40-F ☐

 

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): ☐

 

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): ☐

 

 

 

 

 

 

Selling Shareholders

 

The board of directors (the “Board”) of Magic Empire Global Limited (the “Company”) has been notified by two shareholders (the “Selling Shareholders”) of the Company that the Selling Shareholders entered into a definitive share purchase agreement (the “Share Purchase Agreement”) on May 22, 2026, pursuant to which the Selling Shareholders agreed to transfer an aggregate of 1,638,250 Class A ordinary shares and 1,000,000 Class B ordinary shares of the Company to Fu Kam Holdings Limited, Easefound Investment Limited, Jming International Trade Company Limited, Quick Cash Technology Limited and Mr. Xiaoxi Xu (collectively the “Purchaser”). The Closing of the Share Purchase Agreement was on June 11, 2026. The Company was not a party to the Share Purchase Agreement and did not receive any proceeds from the transaction. The Company understands that the Selling Shareholders and the Purchaser will make such filings as may be required under Section 13(d) of the Securities Exchange Act of 1934, as amended. After due inquiry, the Board has considered the matter and does not currently anticipate that this transfer of shares will have a material adverse impact on the business operations or financial position of the Company and the Company’s business operations continue in the ordinary course.

 

Resignation of Chairman, Chief Executive Officer, Directors and Independent Director

 

On June 11, 2026, the Board of the Company received and accepted the resignation of Mr. Wai Ho Chan (“Mr. Chan”) from his position as the Director and Chairman of the Board of the Company, the resignation of Mr. Sze Hon Johnson Chen (“Mr. Chen”) from his position as the Director and Chief Executive Officer of the Company; and Ms. Ka Lee Lam (“Ms. Lam”) from her position as Independent Director of the Board, all effective immediately. Each of Mr. Chan, Mr. Chen and Ms. Lam resigned for personal reasons and not due to any disagreement with the Company or the Board on any matter relating to the Company’s operations, policies, or practices. The Board expressed its gratitude for their contributions and dedicated service to the Company.

 

Appointment of Chairperson, Interim Chief Executive Officer, Directors and Independent Director

 

Effective on June 11, 2026, the Board appointed Ms. Shufen Huang (“Ms. Huang”) as the Chairperson of the Board of the Company, Interim Chief Executive Officer of the Company and Director of the Board, Ms. Jingxin Feng (“Ms. Feng”) as Director and Mr. Ke Yang (“Mr. Yang”) as Independent Director. The Board has commenced a search for a permanent Chief Executive Officer and will make a further announcement regarding the appointment in due course.

 

Ms. Shufen Huang

 

Ms. Huang brings over 30 years of business and management experience across the retail, manufacturing, and trading sectors. She began her career as an entrepreneur, founding and operating an electrical appliance retail business where she was responsible for product sourcing, inventory management, and sales operations, successfully achieving sustainable cash flow and capital growth.

 

From 1996 to 2014, Ms. Huang served as General Manager of Jiasheng Leather Co., Ltd, where she oversaw the company’s overall operations. She led the procurement of raw cowhide from the United States, established stable overseas supply channels, and coordinated domestic production scheduling and national distribution networks. She had full responsibility for daily operations, reporting directly to the board of directors, and managed a team of approximately 300 employees and played a key role in expanding the company’s sales networks across Mainland China, significantly increasing market share.

 

From 2015 to 2020, Ms. Huang was a shareholder of Guangsheng Co., Ltd., where she participated in strategic decision-making and led the leather trading division. In this role, she managed key client relationships, participated in major contract negotiations, oversaw operational and financial processes.

 

2

 

 

Ms. Jingxin Feng

 

Ms. Feng has worked across legal, financial services, and compliance sectors, including internships at law firms C.C. Lee & Co. and Johnnie Yam, Jacky Lee & Co., where she supported legal research, client meetings, and document management. She gained investment banking operations experience at Guolian Securities (H.K.) Co., Limited, assisting senior management on strategic projects and business proposals. From January 2022 to April 2022, she also served as an Advisory Assistant at EQC Compliance Advisory, handling CRM systems, compliance report reviews, and marketing campaigns.

 

Ms. Feng holds a Master of Commerce with Excellence (specialising in Business Analytics and Marketing Analytics) from the University of New South Wales. She also holds a Master of Global Management from the University of Hong Kong and a Bachelor of Social Sciences with double majors in Sociology and Human Resources Management from the University of Hong Kong.

 

Mr. Ke Yang

 

Mr. Yang has been engaged in corporate operations, project management, and technical infrastructure since 2019. He has participated in project coordination and operational management across multiple jurisdictions, including Mainland China, Hong Kong, Singapore, the United Arab Emirates, and the United States. His work has primarily focused on the development of data center and related infrastructure projects, encompassing project advancement, supplier communications, partner coordination, internal management, and cross-border team collaboration.

 

Since 2023, Mr. Yang has been involved in cross-border corporate operations, business coordination, investment management, and capital markets support.

 

Mr. Yang obtained a bachelor’s in engineering degree from North University of China in 2018 and subsequently pursued advanced studies at Memorial University of Newfoundland, Canada.

 

Each of Ms. Huang, Ms. Feng and Mr. Yang has no family relationships with any of the executive officers or directors of the Company. There have been no transactions in the past two years to which the Company or any of its subsidiaries was or is to be a party, in which Ms. Huang, Ms. Feng and Mr. Yang had, or will have, a direct or indirect material interest.

 

Composition of Committees

 

Following the resignation of Ms. Lam and the appointment of Mr. Yang, the members of the Committees of the Company were as follows:

 

    Audit Committee   Compensation Committee  

Nominating and Corporate

Governance Committee

Mr. Chi Wai Siu   Chairman   Member   Member
Mr. Ke Yang   Member   Member   Chairman
Ms. Jessica Hung   Member   Chairlady   Member

 

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SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

 

  Magic Empire Global Limited
     
Date: June 15, 2026 By: /s/ Shufen Huang
    Shufen Huang
    Chairperson of the Board

 

4

FAQ

What major share transfer did MEGL disclose in this Form 6-K?

Two selling shareholders agreed to transfer 1,638,250 Class A ordinary shares and 1,000,000 Class B ordinary shares of Magic Empire Global Limited to a group of purchasers under a definitive share purchase agreement that closed on June 11, 2026.

Did MEGL receive any proceeds from the June 2026 share transfer?

Magic Empire Global Limited did not receive any proceeds from the June 2026 transaction. The company was not a party to the share purchase agreement between the selling shareholders and the purchasers and expects those parties to make any required Section 13(d) filings.

Which executives and directors resigned from MEGL on June 11, 2026?

On June 11, 2026, MEGL’s board accepted the resignations of Wai Ho Chan as director and chairman, Sze Hon Johnson Chen as director and chief executive officer, and Ka Lee Lam as independent director. Each resigned for personal reasons and not due to disagreements with the company or board.

Who was appointed as MEGL’s new chairperson and interim CEO?

Effective June 11, 2026, the board appointed Shufen Huang as chairperson of the board, interim chief executive officer, and director. The filing highlights her more than 30 years of business and management experience across retail, manufacturing, and trading sectors, including prior leadership of a large leather company.

How did MEGL change its board committees after the leadership changes?

Following the resignation of the prior independent director and the appointment of Ke Yang, MEGL updated its committees: Chi Wai Siu serves as chairman of the Audit Committee, while Ke Yang chairs the Nominating and Corporate Governance Committee and Jessica Hung chairs the Compensation Committee, with each also serving as members elsewhere.

Does MEGL expect the share transfer to affect its business operations?

After due inquiry, MEGL’s board stated it does not currently anticipate that the transfer of shares will have a material adverse impact on the company’s business operations or financial position. The filing notes that business operations continue in the ordinary course following these changes.