Republic Power Group (NASDAQ: RPGL) director adjusts 505,664-share stake via class swap

Rhea-AI Filing Summary

Republic Power Group Ltd director and 10% owner Ng Hao Feng reported a share reclassification-type transaction involving 505,664 shares through True Sage International Limited. On May 4, 2026, True Sage acquired 505,664 Class B Ordinary Shares at $1.94 per share as a grant or award and disposed of an equal number of Class A Ordinary Shares to the issuer at the same price.

After these indirect transactions, True Sage held 1,198,737 Class B Ordinary Shares and no Class A shares. Ng is the sole shareholder and director of True Sage, so these holdings are attributed to him indirectly. The transactions do not involve open‑market buying or selling, but rather an internal change in the class of shares held.

Insights

Equity ownership analyst

Ng’s filing shows an internal swap between share classes with no net buy or sell.

The reported transactions move 505,664 shares from Class A to Class B for True Sage International Limited, an entity fully controlled by Ng Hao Feng. Both legs occur at $1.94 per share and are coded as award and disposition to issuer.

Net share exposure for Ng, via True Sage, remains unchanged at 1,198,737 Class B shares following the transactions. With no open‑market trades and no stated cash proceeds, this appears to be a structural adjustment of share class rather than a directional bet on Republic Power Group Ltd stock.

Insider Trade Summary

2 transactions reported

Mixed 2 txns

Insider Ng Hao Feng

Role null

Type	Security	Shares	Price	Value
Disposition	Class A Ordinary Shares	505,664	$1.94	$981K
Grant/Award	Class B Ordinary Shares	505,664	$1.94	$981K

Holdings After Transaction: Class A Ordinary Shares — 0 shares (Indirect, By True Sage International Limited); Class B Ordinary Shares — 1,198,737 shares (Indirect, By True Sage International Limited)

Footnotes (1)

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Key Figures

Class B shares acquired: 505,664 shares Class A shares disposed: 505,664 shares Post-transaction Class B holdings: 1,198,737 shares +2 more

5 metrics

Class B shares acquired 505,664 shares Grant/award on May 4, 2026 at $1.94 per share

Class A shares disposed 505,664 shares Disposition to issuer on May 4, 2026 at $1.94 per share

Post-transaction Class B holdings 1,198,737 shares Indirectly held via True Sage International Limited after transactions

Post-transaction Class A holdings 0 shares Indirect Class A Ordinary Shares via True Sage after disposition

Transaction price $1.94 per share Applied to both Class A disposition and Class B acquisition

Key Terms

Class B Ordinary Shares, Class A Ordinary Shares, Disposition to issuer, Grant, award, or other acquisition, +1 more

5 terms

Class B Ordinary Shares financial

"True Sage acquired 505,664 Class B Ordinary Shares at $1.94 per share"

Class B ordinary shares are a type of ownership stake in a company that typically come with different voting rights or privileges compared to other share classes. For investors, they represent a way to hold part of the company’s value and influence its decisions, often with fewer voting rights than Class A shares. Understanding these shares helps investors assess their level of control and potential returns within a company.

Class A Ordinary Shares financial

"disposed of an equal number of Class A Ordinary Shares to the issuer"

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.

Disposition to issuer financial

"transaction_action":"issuer disposition","transaction_code_description":"Disposition to issuer""

Grant, award, or other acquisition financial

"transaction_code_description":"Grant, award, or other acquisition""

indirect ownership financial

"ownership_type":"indirect","ownership_code":"I""

Form 4 Insider Transactions: What Each Field Means →

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^*

Ng Hao Feng

(Last) (First) (Middle)

25 WHARF ROAD

FLAT B, 2/F., BLOCK 3 PROVIDENT CENTRE

(Street)

HONG KONG 00000

(City) (State) (Zip)

CHINA

(Country)

2. Issuer Name and Ticker or Trading Symbol
Republic Power Group Ltd [ RPGL ]

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)
05/04/2026

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	05/04/2026		D		505,664	D	$1.94	0	I	By True Sage International Limited(1)
Class B Ordinary Shares	05/04/2026		A		505,664	A	$1.94	1,198,737	I	By True Sage International Limited(1)

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 Reporting Person is the sole shareholder and director of True Sage International Limited, a British Virgin Islands business company.

	/s/ Hao Feng Ng	05/18/2026
	** 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)

FAQ

What insider transactions did RPGL director Ng Hao Feng report?

Ng Hao Feng reported an internal share-class change involving 505,664 shares. True Sage International Limited received 505,664 Class B Ordinary Shares as a grant and returned 505,664 Class A Ordinary Shares to the issuer, both priced at $1.94 per share.

Did Ng Hao Feng buy or sell Republic Power Group (RPGL) shares on the market?

The filing does not show any open-market buying or selling. Instead, True Sage International Limited acquired Class B shares as a grant and disposed of an equal number of Class A shares to the issuer at $1.94 per share.

How many Republic Power Group shares does Ng Hao Feng hold after this Form 4?

Following the reported transactions, True Sage International Limited holds 1,198,737 Class B Ordinary Shares. These shares are attributed indirectly to Ng Hao Feng because he is the sole shareholder and director of True Sage, a British Virgin Islands business company.

What is True Sage International Limited’s role in the RPGL insider filing?

True Sage International Limited is the indirect owner of the reported shares. The entity acquired 505,664 Class B Ordinary Shares and disposed of 505,664 Class A Ordinary Shares, and Ng Hao Feng is True Sage’s sole shareholder and director, so the holdings are attributed to him.

What do the A and D transaction codes mean in RPGL’s Form 4?

Code A represents a grant, award, or other acquisition of shares. Code D represents a disposition to the issuer. In this filing, True Sage International Limited received 505,664 Class B shares as an award and returned 505,664 Class A shares to Republic Power Group Ltd.