Ohmyhome Ltd (OMH) SEC Filings

Ohmyhome Limited (OMH) reports six‑month 2026 results after a major strategic shift. On June 17, 2026 it sold all shares of Ohmyhome BVI, which held the real estate brokerage and property‑related operations, to Sterling Oat Ltd. for $1. This divestiture, treated as discontinued operations, removed a business that generated SGD 5.59 million revenue but a net loss of SGD 1.26 million in the period, including a divestiture loss of SGD 517,968.

Continuing operations now consist solely of digital marketing services via Ohswiftwing Pte. Ltd., which produced six‑month 2026 revenue of SGD 2.48 million and a loss before tax of SGD 582,611. Total net loss narrowed to SGD 1.84 million from SGD 2.37 million a year earlier, while total assets declined to SGD 4.13 million and cash to SGD 4.01 million. Customer and vendor concentration is high: two customers accounted for 100% of revenue and one customer for virtually all receivables; two vendors made up all major costs and one vendor all payables. Subsequent to June 30, 2026, OMH raised additional equity through a USD 1.6 million private placement and a registered direct offering, and effected a 50‑to‑1 reverse stock split and capital reorganization.

Ohmyhome Ltd (OMH) reports several leadership changes effective August 24, 2026. Mr. Liu Wen Tao resigned as Independent Director and Chair of the Compensation Committee; the company states his resignation was not due to any disagreement with its operations, policies or procedures. The Board appointed Mr. Chan Chee Leong as Independent Director and new Chair of the Compensation Committee and Mr. Tan Kwang Leng as Chief Financial Officer, both effective the same date. Mr. Agus Prasetyo will step down as Acting Chief Financial Officer and continue as Chairman of the Board and Chief Executive Officer.

Mr. Chan, with more than 17 years of marketing and advertising experience, will receive US$10,000 per year as director compensation. Mr. Tan, who has more than 12 years of audit and finance experience, will receive a salary of US$3,000 per month under his employment agreement. The company states that neither appointee has family relationships with directors or executive officers, nor related-party transactions requiring disclosure under Item 404(a) of Regulation S-K.

Ohmyhome Ltd (OMH) reported results of its Extraordinary General Meeting of Shareholders held on August 20, 2026 in Singapore. Shareholders approved three proposals. Proposal 1, an ordinary resolution, was approved with 137,205,154 votes for, 972,864 against and 36,463 abstaining. Proposal 2, a special resolution to adopt a Sixth Amended and Restated Memorandum and Articles of Association, passed with 137,214,184 for, 928,809 against and 71,488 abstaining. Proposal 3, an ordinary resolution allowing adjournment of the meeting if needed, was approved with 137,597,846 for, 539,715 against and 76,920 abstaining.

Ohmyhome Limited is convening an extraordinary general meeting on August 20, 2026 at 10:00 a.m. Singapore time at its Singapore office. Shareholders of record at the close of business on August 10, 2026 may vote. The agenda includes Proposal 1, an ordinary resolution for a share consolidation; Proposal 2, a special resolution to adopt a Sixth Amended and Restated Memorandum and Articles of Association; and Proposal 3, an ordinary resolution allowing adjournment of the meeting if more time is needed to solicit votes. The board of directors unanimously recommends voting FOR all proposals. The proxy statement describes voting procedures for registered and beneficial holders, quorum requirements and the different voting rights of Class A and Class B ordinary shares.

Ohmyhome Limited entered into a registered direct offering involving the issuance of 8,000,000 Class A ordinary shares and pre-funded warrants exercisable for 12,000,000 Class A ordinary shares. A related company announcement describes the transaction as covering 20,000,000 Class A Ordinary Shares (or pre-funded warrants) at $0.20 per share, generating estimated gross proceeds of approximately $4 million and net proceeds of about $3.63 million for general corporate purposes.

The pre-funded warrants have a $0.01 per-share exercise price, are immediately exercisable, and include a 9.99% beneficial ownership cap plus cashless exercise and standard anti-dilution adjustments. Each purchaser received a 45-day right to buy up to 100% of its initial Class A ordinary share and warrant share allocation at $0.20 per share. Univest Securities, LLC acted as exclusive placement agent, earning a 6.0% cash fee on gross proceeds, reimbursement of expenses up to $50,000, and a 6‑month right of first refusal for certain future investment banking services.

Ohmyhome Limited is conducting a primary offering of 8,000,000 Class A Ordinary Shares at US$0.20 per share and 12,000,000 Pre-Funded Warrants at US$0.19 each, with a US$0.01 exercise price per warrant share. Gross proceeds total US$3.88 million, with placement fees of 6.0%, for estimated net proceeds of about US$3.63 million.

The company plans to use proceeds for general corporate purposes, working capital, and continued development and expansion of its business. Class A shares outstanding will rise from 75,592,901 to 83,592,901 (assuming full warrant exercise). Ohmyhome has divested its real estate brokerage and property-related services business and now focuses on digital marketing services.

As of December 31, 2025, the company reported a net tangible book value of US$0.05 per share and negative operating cash flow of S$4,229,054 (US$3,288,791), which raises substantial doubt about its ability to continue as a going concern. New investors face immediate dilution of US$0.13 per share and risks related to potential share price volatility, future equity offerings, and maintaining Nasdaq listing.

Ohmyhome Limited held its Annual General Meeting on July 21, 2026, where shareholders approved eleven resolutions.

Key actions included approval of changes to the company’s authorised share capital of US$1,000,000,000,000, structured first as 90,000,000,000,000 Class A and 10,000,000,000,000 Class B Ordinary Shares at US$0.01 par and, following a conditional Capital Reduction and Sub-division, as 9,000,000,000,000,000,000 Class A and 1,000,000,000,000,000,000 Class B Ordinary Shares at US$0.0000001 par.

Shareholders also re-appointed four directors, ratified Enrome LLP as auditor for the year ending December 31, 2025, and authorised the board to adjourn the meeting to allow additional proxy solicitation if required.

Ohmyhome Limited entered into a Securities Purchase Agreement for a private placement of 5,333,331 Class A ordinary shares and 5,333,331 warrants to non-U.S. investors at a combined price of $0.30 per share and associated warrant.

The warrants are exercisable immediately for five years at an initial exercise price of $0.30 per share, with a minimum cash exercise price of $0.10, and from the 7th day holders may alternatively exchange warrant portions into nine times the underlying shares. The transaction is expected to close on July 17, 2026, providing approximately $1.6 million in gross proceeds for working capital and general corporate purposes, relying on Section 4(a)(2) and Regulation S exemptions for non-U.S. persons.

Ohmyhome Limited reported that it received a notice on July 13, 2026 from Nasdaq’s Listing Qualifications Department stating that the closing bid price of its Class A ordinary shares was below $1.00 for 30 consecutive business days, based on trading from May 28, 2026 to July 10, 2026. This means the company no longer meets the Nasdaq Capital Market continued listing requirement under Listing Rule 5550(a)(2), known as the Minimum Bid Price Rule. The notification has no immediate effect on the listing or trading of the shares, which continue under the symbol OMH. Ohmyhome has an initial 180 calendar day compliance period, until January 11, 2027, to regain compliance; doing so requires a closing bid of at least $1.00 for a minimum of 10 consecutive business days. If compliance is not regained by then, the company may qualify for an additional 180-day extension if it meets other Nasdaq listing standards and notifies Nasdaq of its intent to cure, potentially by a reverse stock split. Ohmyhome states it is evaluating options and intends to take appropriate measures while monitoring its share price.