MKDW (Nasdaq) Form 144: 427,406 shares from debt/sponsor conversions listed

Rhea-AI Filing Summary

MKDWELL Tech Inc. submitted a notice under Section 144 regarding proposed sales of ordinary shares arising from debt conversions and post‑business‑combination transfers. The excerpt lists 427,406 shares with transaction dates 03/19/2025 and 03/24/2025, and references broker information for trades on Nasdaq.

Insights

Securities Attorney

Form 144 notice documents intended resale of shares tied to debt conversions and sponsor transfers.

The excerpt lists proposed sales of ordinary shares totaling 427,406 shares with dates 03/19/2025 and 03/24/2025

These notices are procedural disclosures required when certain holders seek to sell restricted or control stock; timing and execution depend on broker procedures and compliance with resale conditions.

Corporate Counsel

This filing documents the mechanics of share transfers tied to debt conversions and the SPAC sponsor conversion.

The text specifies the shares were acquired via a "debt conversion of loans to issuer into ordinary shares" and conversions by "Cetus Sponsor LLC following the business combination." Those phrases define the origin of the shares.

Actual sale execution, price, and proceeds are not shown in the excerpt; subsequent broker filings or confirmations would record trade details.

Key Figures

Shares listed for resale: 427,406 shares Conversion/transfer date: 03/19/2025 Conversion/transfer date: 03/24/2025 +2 more

5 metrics

Shares listed for resale 427,406 shares listed in the Form 144 excerpt

Conversion/transfer date 03/19/2025 date shown for conversions/transfers

Conversion/transfer date 03/24/2025 date shown for conversions/transfers

Exchange referenced Nasdaq market referenced for securities to be sold

Broker location reference Tiger Brokers (NZ) Limited, Auckland broker/dealer contact info in excerpt

Key Terms

Form 144, debt conversion, business combination

3 terms

Form 144 regulatory

"144: Securities To Be Sold"

Form 144 is a document that investors must file with the government when they plan to sell a large number of shares of a company's stock. It helps ensure transparency so everyone knows how many shares are being sold and when, which can impact the stock's price.

debt conversion financial

"Debt conversion of loans to issuer into ordinary shares"

business combination corporate

"following the business combination of MKDWELL Tech Inc."

A business combination happens when two or more companies join together to operate as one, like two friends merging their teams into a single group. This is important because it can change how companies grow, compete, and make money, often making them bigger and more powerful in the market.

Form 144 Filer Information	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 144 NOTICE OF PROPOSED SALE OF SECURITIES PURSUANT TO RULE 144 UNDER THE SECURITIES ACT OF 1933
FORM 144

144: Filer Information

Filer CIK
Filer CCC
Is this a LIVE or TEST Filing?	LIVE TEST
Submission Contact Information
Name
Phone
E-Mail Address

144: Issuer Information

Name of Issuer

SEC File Number

Address of Issuer

Phone

Name of Person for Whose Account the Securities are To Be Sold

See the definition of "person" in paragraph (a) of Rule 144. Information is to be given not only as to the person for whose account the securities are to be sold but also as to all other persons included in that definition. In addition, information shall be given as to sales by all persons whose sales are required by paragraph (e) of Rule 144 to be aggregated with sales for the account of the person filing this notice.

Relationship to Issuer

144: Securities Information

Title of the Class of Securities To Be Sold	Name and Address of the Broker	Number of Shares or Other Units To Be Sold	Aggregate Market Value	Number of Shares or Other Units Outstanding	Approximate Date of Sale	Name the Securities Exchange
Ordinary Shares with no par value	Tiger Brokers (NZ) Limited Level 27/151 Queen Street, Auckland CBD, Auckland Q2 1010	41980	300576.80	4198442	05/18/2026	Nasdaq

Furnish the following information with respect to the acquisition of the securities to be sold and with respect to the payment of all or any part of the purchase price or other consideration therefor:

144: Securities To Be Sold

Title of the Class	Date you Acquired	Nature of Acquisition Transaction	Name of Person from Whom Acquired	Is this a Gift?	Date Donor Acquired	Amount of Securities Acquired	Date of Payment	Nature of Payment *
Ordinary Shares	03/24/2025	Debt conversion of loans to issuer into ordinary shares now held by AWinner Limited, and ordinary shares now held by Cetus Sponsor LLC converted from shares of common stock held by Cetus Sponsor LLC following the business combination of MKDWELL Tech Inc.	MKDWELL Tech Inc.			427406	03/19/2025	Debt conversion of loans to issuer into ordinary shares now held by AWinner Limited, and ordinary shares now held by Cetus Sponsor LLC converted from shares of common stock held by Cetus Sponsor LLC following the business combination of MKDWELL Tech Inc.

* If the securities were purchased and full payment therefor was not made in cash at the time of purchase, explain in the table or in a note thereto the nature of the consideration given. If the consideration consisted of any note or other obligation, or if payment was made in installments describe the arrangement and state when the note or other obligation was discharged in full or the last installment paid.

Furnish the following information as to all securities of the issuer sold during the past 3 months by the person for whose account the securities are to be sold.

144: Securities Sold During The Past 3 Months

Nothing to Report

144: Remarks and Signature

Remarks

Date of Notice

ATTENTION:

The person for whose account the securities to which this notice relates are to be sold hereby represents by signing this notice that he does not know any material adverse information in regard to the current and prospective operations of the Issuer of the securities to be sold which has not been publicly disclosed. If such person has adopted a written trading plan or given trading instructions to satisfy Rule 10b5-1 under the Exchange Act, by signing the form and indicating the date that the plan was adopted or the instruction given, that person makes such representation as of the plan adoption or instruction date.

Signature

ATTENTION: Intentional misstatements or omission of facts constitute Federal Criminal Violations (See 18 U.S.C. 1001)

FAQ

What does MKDW Form 144 disclose about the shares being sold?

The filing discloses proposed sales of ordinary shares arising from debt conversions and sponsor conversions. The excerpt shows 427,406 shares tied to dates 03/19/2025 and 03/24/2025, and references Nasdaq trading.

Who are the parties holding shares referenced in the MKDW Form 144?

The excerpt names AWinner Limited and Cetus Sponsor LLC as holders after debt-to-equity conversions and post‑business‑combination conversions. It states these entities hold the ordinary shares listed for resale.

Does the MKDW Form 144 state the sale proceeds or sale price?

No. The provided excerpt lists share quantities and conversion origins but does not disclose sale prices or aggregate proceeds. Execution details would appear in trade confirmations or subsequent market reports.

When were the shares in the MKDW Form 144 acquired or converted?

The excerpt shows conversion/transfer dates of 03/19/2025 and 03/24/2025, indicating when the debt conversions and sponsor conversions were recorded in the filing.