NewGenIvf insider buys 3.7M shares at $1–1.50

The Form 4 filing says the insider acquired 3,722,223 Class A shares priced $1.00–$1.50, with tranches reflecting a 1-for-3 reverse split.

Rhea-AI Filing Summary

NewGenIvf Group Ltd (NIVF) director and ten percent owner Cheung Kong Yiu reported a series of acquisitions of Class A ordinary shares. In four tranches issued under share purchase agreements, he acquired a total of 3,722,223 Class A ordinary shares, with reported prices per share ranging from $1.00 to $1.50. The filing states that the first three tranches reflect adjustments for a 1-for-3 reverse stock split, covering 222,223 shares on May 28, 2026, 500,000 shares on June 2, 2026, 500,000 shares on June 18, 2026, and 2,500,000 shares on July 27, 2026, all issued directly to the reporting person under share purchase agreements between him and the company.

Insider Trade Summary

Net Buyer: 3,722,223 shares

Net Buy 4 txns

Insider Cheung Kong Yiu

Role Director, 10% Owner

Bought 3,722,223 shs ($4.16M)

Type	Security	Shares	Price	Value
Purchase	Class A Ordinary Shares F1	2,500,000	$1.00	$2.50M
Purchase	Class A Ordinary Shares F1	500,000	$1.33	$665K
Purchase	Class A Ordinary Shares F1	500,000	$1.33	$665K
Purchase	Class A Ordinary Shares F1	222,223	$1.50	$333K

Holdings After Transaction: Class A Ordinary Shares — 3,722,223 shares (Direct)

Footnotes (1)

1. F1. The Class A ordinary shares reported herein reflect Class A ordinary shares issued directly to the Reporting Person (as the "Seller") pursuant to the terms of certain share purchase agreements by and among the Issuer (as the "Buyer") and the Reporting Person. The share amounts reported in tranches (i) through (iii) have been adjusted to reflect a 1-for-3 reverse stock split: (i) 222,223 Class A ordinary shares (adjusted from 666,667 pre-split shares) issued under the Share Purchase Agreement dated May 28, 2026; (ii) 500,000 Class A ordinary shares (adjusted from 1,500,000 pre-split shares) issued under the Share Purchase Agreement dated June 2, 2026; (iii) 500,000 Class A ordinary shares (adjusted from 1,500,000 pre-split shares) issued under the Share Purchase Agreement dated June 18, 2026; and (iv) 2,500,000 Class A ordinary shares issued under the Share Purchase Agreement dated July 27, 2026.

Key Figures

Total shares acquired: 3,722,223 Class A ordinary shares Shares acquired May 28, 2026: 222,223 Class A ordinary shares at $1.50 per share Shares acquired June 2, 2026: 500,000 Class A ordinary shares at $1.33 per share +3 more

6 metrics

Total shares acquired 3,722,223 Class A ordinary shares Aggregate of four non-derivative acquisitions reported in the Form 4

Shares acquired May 28, 2026 222,223 Class A ordinary shares at $1.50 per share First tranche, adjusted for 1-for-3 reverse stock split

Shares acquired June 2, 2026 500,000 Class A ordinary shares at $1.33 per share Second tranche, adjusted for 1-for-3 reverse stock split

Shares acquired June 18, 2026 500,000 Class A ordinary shares at $1.33 per share Third tranche, adjusted for 1-for-3 reverse stock split

Shares acquired July 27, 2026 2,500,000 Class A ordinary shares at $1.00 per share Fourth tranche issued under a share purchase agreement

Reverse stock split ratio 1-for-3 Applied to adjust share amounts for the first three tranches

Key Terms

Class A ordinary shares, reverse stock split, Share Purchase Agreement

3 terms

Class A ordinary shares financial

"The Class A ordinary shares reported herein reflect Class A ordinary shares issued"

Class A ordinary shares are a type of ownership stake in a company that typically grants voting rights to shareholders, allowing them to have a say in important company decisions. They often come with priority in receiving dividends or profits, making them attractive to investors seeking influence and potential income. These shares help distinguish different levels of ownership and rights within a company's stock structure.

reverse stock split financial

"have been adjusted to reflect a 1-for-3 reverse stock split"

A reverse stock split reduces a company's number of outstanding shares while raising the price per share proportionally, so the total value of each investor's holding is unchanged; a 1-for-10 split turns 100 shares worth $1 each into 10 shares worth $10 each. Companies often do this to regain compliance with an exchange's minimum price rule or to attract investors who avoid very low-priced stocks.

Share Purchase Agreement financial

"issued under the Share Purchase Agreement dated May 28, 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.

FAQ

What insider transactions did Cheung Kong Yiu report in NIVF Class A ordinary shares?

He reported acquiring 3,722,223 Class A ordinary shares of NewGenIvf Group Ltd in four tranches between May 28, 2026 and July 27, 2026, all issued directly to him under share purchase agreements with the company.

What were the transaction dates and share amounts in the NIVF Form 4?

The Form 4 lists: 222,223 shares on May 28, 2026; 500,000 shares on June 2, 2026; 500,000 shares on June 18, 2026; and 2,500,000 shares on July 27, 2026, all Class A ordinary shares of NewGenIvf Group Ltd.

What prices per share were reported for the NIVF insider share acquisitions?

Reported prices per share were $1.50 for 222,223 shares on May 28, 2026, $1.33 for 500,000 shares on June 2, 2026, $1.33 for 500,000 shares on June 18, 2026, and $1.00 for 2,500,000 shares on July 27, 2026.

How many NIVF shares in total did the insider acquire according to this Form 4?

Across all four reported transactions, the insider acquired a total of 3,722,223 Class A ordinary shares of NewGenIvf Group Ltd, all categorized as acquisitions of non-derivative securities.

Were the NIVF insider share amounts affected by a reverse stock split?

Yes. A footnote states that the first three tranches reflect a 1-for-3 reverse stock split, adjusting pre-split amounts to 222,223, 500,000, and 500,000 Class A ordinary shares, respectively.

Were the NIVF insider transactions made under a Rule 10b5-1 trading plan?

The filing indicates the Rule 10b5-1 checkbox is not affirmed, and the footnote describes the shares as issued under share purchase agreements, not under a trading plan.

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Available on EDGAR 09/02/2026 - 08:02 AM Accepted by SEC EDGAR 09/02/2026 - 08:01 AM 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^*

Cheung Kong Yiu

(Last) (First) (Middle)

1403, INTERCONTINENTAL RESIDENCES

MARASI DRIVE, BUSINESS BAY

(Street)

DUBAI 00000

(City) (State) (Zip)

UNITED ARAB EMIRATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
NewGenIvf Group Ltd [ NIVF ]

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

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
05/28/2026

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 A Ordinary Shares(1)	05/28/2026		P		222,223	A	$1.5	222,223	D
Class A Ordinary Shares(1)	06/02/2026		P		500,000	A	$1.33	722,223	D
Class A Ordinary Shares(1)	06/18/2026		P		500,000	A	$1.33	1,222,223	D
Class A Ordinary Shares(1)	07/27/2026		P		2,500,000	A	$1	3,722,223	D

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. The Class A ordinary shares reported herein reflect Class A ordinary shares issued directly to the Reporting Person (as the "Seller") pursuant to the terms of certain share purchase agreements by and among the Issuer (as the "Buyer") and the Reporting Person. The share amounts reported in tranches (i) through (iii) have been adjusted to reflect a 1-for-3 reverse stock split: (i) 222,223 Class A ordinary shares (adjusted from 666,667 pre-split shares) issued under the Share Purchase Agreement dated May 28, 2026; (ii) 500,000 Class A ordinary shares (adjusted from 1,500,000 pre-split shares) issued under the Share Purchase Agreement dated June 2, 2026; (iii) 500,000 Class A ordinary shares (adjusted from 1,500,000 pre-split shares) issued under the Share Purchase Agreement dated June 18, 2026; and (iv) 2,500,000 Class A ordinary shares issued under the Share Purchase Agreement dated July 27, 2026.

	/s/ Cheung Kong Yiu	09/02/2026
	** 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)