$350K in new Marvion Inc. (MVNC) stock committed by two buyers

Rhea-AI Filing Summary

Marvion Inc. entered into two stock purchase agreements on January 2, 2026. Under these agreements, Kwok Ho Luen agreed to buy $150,000 of common stock and Chan So Yin agreed to buy $200,000 of common stock at $0.0308 per share, the five-day average closing price on and before December 30, 2025.

Based on this price, Kwok is expected to purchase 4,870,130 shares and Chan 6,493,506 shares of Marvion’s common stock. The agreements are attached as exhibits and together represent a committed equity investment at a market-based pricing reference.

8-K Event Classification

2 items: 1.01, 9.01

2 items

Item 1.01 Entry into a Material Definitive Agreement Business

The company signed a significant contract such as a merger agreement, credit facility, or major partnership.

Item 9.01 Financial Statements and Exhibits Exhibits

Financial statements, pro forma financial information, and exhibit attachments filed with this report.

Understanding 8-K Material Events →

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d) OF

THE SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of earliest event reported): January 3, 2026 (January 2, 2026)

Marvion Inc.

(Exact name of registrant as specified in its charter)

Nevada		000-53612		26-2723015
(State or other jurisdiction of Incorporation)		(Commission File Number)		(IRS Employer Identification No.)

Unit B, 15/F, Teda Building,
87 Wing Lok Street,
Sheung Wan, Hong Kong		00000
(Address of principal executive offices)		(Zip Code)

Registrant’s telephone number, including area code +852 2111 4437

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2 below):

☐	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a - 12)
☐	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13d-4(c))

Securities registered pursuant to Section 12(g) of the Act:

Title of each Class	Trading Symbol	Name of each exchange on which registered
Common	MVNC	N/A

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company      ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.      ☐

Item 1.01 Entry into a Material Definitive Agreement.

On January 2, 2026, Marvion Inc. (the “Company”) entered into Stock Purchase Agreements (collectively, the “Agreements”) with each of Kwok Ho Luen (“Kwok”) and Chan So Yin (“Chan”) pursuant to which each of Kwok and Chan agreed to purchase One Hundred And Fifty Thousand Dollars ($150,000) and Two Hundred Thousand Dollars ($200,000) worth of the Company’s Common Stock, respectively, at a per share price of $0.0308, which is the five day average closing price on and before December 30, 2025. As a result, Kwok and Chan are expected to purchase 4,870,130 and 6,493,506 shares of the Company’s Common Stock.

The foregoing description of the Agreements is qualified in its entirety by reference to the Agreements, which are filed as Exhibits 10.1 and 10.2, and incorporated herein by reference.

Item 9.01 Financial Statements and Exhibits.

(d)           Exhibits

Number		Exhibit
10.1		Stock Purchase Agreement, dated February 2, 2026, by and between Marvion Inc. and Kwok Ho Luen.
10.2		Stock Purchase Agreement, dated February 2, 2026, by and between Marvion Inc. and Chan So Yin.
104		The cover page from this Current Report on Form 8-K, formatted in Inline XBRL

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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 hereunto duly authorized.

	Marvion Inc.
Dated: February 3, 2026
	By:	/s/ CHAN Sze Yu
		CHAN Sze Yu
		Chief Executive Officer

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FAQ

What transaction did Marvion Inc. (MVNC) disclose in this 8-K?

Marvion Inc. disclosed two stock purchase agreements where Kwok Ho Luen and Chan So Yin agreed to buy common shares for $150,000 and $200,000. The purchases are priced at $0.0308 per share, based on the five-day average closing price.

How many Marvion (MVNC) shares are expected to be issued under the agreements?

The agreements contemplate issuing 4,870,130 shares to Kwok Ho Luen and 6,493,506 shares to Chan So Yin. These share amounts are calculated from their respective $150,000 and $200,000 commitments at a per share price of $0.0308.

What price per share will the Marvion (MVNC) stock purchasers pay?

Both purchasers will pay $0.0308 per share of Marvion’s common stock. This price equals the five-day average closing price of the shares on and before December 30, 2025, aligning the transaction terms with recent market trading levels.

Who are the investors in Marvion Inc.’s new stock purchase agreements?

The investors are Kwok Ho Luen and Chan So Yin. Kwok agreed to purchase $150,000 of Marvion common stock, while Chan agreed to purchase $200,000, both at a per share price of $0.0308 as described in the agreements.

When did Marvion Inc. (MVNC) enter into these stock purchase agreements?

Marvion Inc. entered into the stock purchase agreements on January 2, 2026. The company later filed an 8-K detailing these agreements, including pricing based on the five-day average closing price through December 30, 2025 and the expected share amounts.

Where can investors find the full terms of Marvion’s (MVNC) stock purchase deals?

The full terms are contained in the Stock Purchase Agreements filed as Exhibits 10.1 and 10.2. These exhibits provide detailed contractual provisions for the stock purchases by Kwok Ho Luen and Chan So Yin referenced in Marvion’s 8-K disclosure.