[144] Ming Shing Group Holdings Limited SEC Filing

Rhea-AI Filing Summary

Ming Shing Group Holdings Limited (MSW) Form 144 shows a proposed sale of 3,408,975 ordinary shares through I Win Securities with an aggregate market value of $5,624,808.75, listing Nasdaq as the destination and an approximate sale date of 08/21/2025. The filing states these shares were acquired on 12/05/2022 as a Pre-IPO investment from the issuer, totaling 11,250,000 shares acquired on that date.

The filer, identified in recent transactions as Chi Ming Lam, sold 236,000 ordinary shares across six trades in July–August 2025 for total gross proceeds of $630,218.13. The issuer’s outstanding shares are reported as 12,975,000, and the notice includes the filer’s representation that they are not aware of undisclosed material adverse information.

Positive

• Pre-IPO acquisition disclosed: Shares were acquired on 12/05/2022 from the issuer, showing the filer’s long-standing position.
• Recent sales executed: The filer completed six transactions totaling 236,000 shares for $630,218.13, demonstrating prior orderly dispositions.

Negative

• Large proposed disposition: Proposed sale of 3,408,975 shares (aggregate value $5,624,808.75) is sizable relative to 12,975,000 shares outstanding.
• Potential market impact: A sale of this magnitude could materially affect the trading supply of the issuer’s ordinary shares if executed quickly.

Insights

Securities Analyst

TL;DR: Proposed sale is large relative to outstanding shares and may be material to investors.

The filing indicates a single proposed block of 3,408,975 shares to be sold with an aggregate market value of $5.62 million. Against the reported 12,975,000 shares outstanding, this represents a substantial portion of the public float implied by the filing. The filer has been liquidating smaller positions recently (total 236,000 shares for $630,218.13 in July–August 2025), and the new notice signals a much larger planned disposition. For market participants, the timing and execution method (broker and exchange specified) are important because a large sale can exert downward pressure on market price if executed quickly.

Corporate Governance Expert

TL;DR: Filing is a routine Rule 144 disclosure but raises governance questions about insider liquidity.

The document provides required Rule 144 disclosure: acquisition details (Pre-IPO on 12/05/2022), past three-month sales, and the broker handling the proposed sale. The filer’s signature block includes the standard representation about knowledge of material adverse information. From a governance perspective, frequent or large insider sales can prompt investor inquiries into insider alignment with long-term shareholders, though the form itself contains no statements about operations or undisclosed material events.

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

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	I Win Securities Limited Room 3001-3002, 30/F, China Insurance Grp Building 141 Des Voeux Road Central Hong Kong K3 00000	3408975	5624808.75	12975000	08/21/2025	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	12/05/2022	Pre-IPO Investment	Issuer (Ming Shing Group Holdings Limited)			11250000	12/05/2022	Pre-IPO Investment

* 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

Name and Address of Seller	Title of Securities Sold	Date of Sale	Amount of Securities Sold	Gross Proceeds
Chi Ming Lam OFFICE UNIT B8, 27/F, NCB INNOVATION CENTRE, NO. 888 LAI CHI KOK ROAD KOWLOON K3 00000	Ordinary Shares	07/09/2025	15000	66070.67
Chi Ming Lam OFFICE UNIT B8, 27/F, NCB INNOVATION CENTRE, NO. 888 LAI CHI KOK ROAD KOWLOON K3 00000	Ordinary Shares	07/10/2025	36000	156483.13
Chi Ming Lam OFFICE UNIT B8, 27/F, NCB INNOVATION CENTRE, NO. 888 LAI CHI KOK ROAD KOWLOON K3 00000	Ordinary Shares	07/22/2025	50000	145518.33
Chi Ming Lam OFFICE UNIT B8, 27/F, NCB INNOVATION CENTRE, NO. 888 LAI CHI KOK ROAD KOWLOON K3 00000	Ordinary Shares	07/23/2025	35000	101850.00
Chi Ming Lam OFFICE UNIT 8B, 27/F, NCB INNOVATION CENTRE, NO. 888 LAI CHI KOK ROAD KOWLOON K3 00000	Ordinary Shares	08/05/2025	60000	83831.00
Chi Ming Lam OFFICE UNIT 8B, 27/F, NCB INNOVAGTION CENTRE, NO. 888 LAI CHI KOK ROAD KOWLOON K3 00000	Ordinary Shares	08/14/2025	40000	76465.00

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 Ming Shing Group's (MSW) Form 144 disclose about planned sales?

The Form 144 discloses a proposed sale of 3,408,975 ordinary shares via I Win Securities on Nasdaq with an aggregate market value of $5,624,808.75, dated for 08/21/2025.

How many shares has the filer sold recently for MSW?

The filer sold 236,000 shares across six trades in July–August 2025, generating total gross proceeds of $630,218.13.

When and how were the shares being sold originally acquired?

The securities were acquired on 12/05/2022 in a Pre-IPO investment from the issuer, totaling 11,250,000 shares acquired on that date.

Who is the seller named in the recent transactions?

The recent sales list the seller as Chi Ming Lam with the address shown in Kowloon, Hong Kong.

Does the Form 144 assert the filer knows of undisclosed material information?

Yes. The filer represents by signing the notice that they do not know any material adverse information about the issuer that has not been publicly disclosed.