[SCHEDULE 13G] SBC Medical Group Holdings Inc Passive Investment Disclosure (>5%)

Rhea-AI Filing Summary

SBC Medical Group Holdings Inc disclosure shows Aikawa Equity Management Co., Ltd. beneficially owns 5,284,500 shares of Common Stock, representing 5.2% of the class. The percentage is based on 102,576,943 shares outstanding as of December 26, 2025. The position arose under a December 23, 2025 subscription agreement; on March 6, 2026 Dr. Yoshiyuki Aikawa ceased to have voting and dispositive power over those shares and the Reporting Person subsequently granted equity interests to certain consultants with redemption rights tied to proceeds from sales of the Reporting Person's Common Stock.

Insights

Institutional Ownership Analyst

Institutional stake exceeds 5% threshold, creating ownership transparency.

Aikawa Equity Management reports beneficial ownership of 5,284,500 shares, equal to 5.2% of the class based on December 26, 2025 outstanding share data. The filing attributes the shares to a subscription agreement dated December 23, 2025, establishing the timing and legal source of the position.

The filing also states that on March 6, 2026 Dr. Yoshiyuki Aikawa ceased to have voting and dispositive power over the shares and that equity interests in the Reporting Person were issued to consultants with redemption rights tied to sale proceeds; cash‑flow treatment and timing of any resale activity are not detailed in the excerpt.

Corporate Governance Specialist

Disclosure highlights intermediary ownership and third‑party rights.

The record shows the Reporting Person holds the shares and that certain consultants acquired equity interests in that Reporting Person with redemption rights linked to proceeds from sales of Common Stock held by the Reporting Person. This creates an indirect economic interest structure relevant to control and dividend claims.

Because the filing specifies who holds voting/dispositive power and cites the subscription agreement, subsequent filings or Form 4/5 disclosures may clarify whether consultants exercise voting or disposition rights; the excerpt does not provide such follow‑up details.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Accepted by SEC EDGAR 03/13/2026 - 07:17 PM Learn about SEC filing dates

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13G

UNDER THE SECURITIES EXCHANGE ACT OF 1934

SBC Medical Group Holdings Inc

(Name of Issuer)

Common Stock, $0.0001 par value per share

(Title of Class of Securities)

73245B107

(CUSIP Number)

03/06/2026

(Date of Event Which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

Rule 13d-1(b)

Rule 13d-1(c)

Rule 13d-1(d)

SCHEDULE 13G

CUSIP No. 73245B107

1

Names of Reporting Persons

Aikawa Equity Management Co., Ltd.

2

Check the appropriate box if a member of a Group (see instructions)

(a)
(b)

3

Sec Use Only

4

Citizenship or Place of Organization

JAPAN

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 5,284,500.00
6	Shared Voting Power 0.00
7	Sole Dispositive Power 5,284,500.00
8	Shared Dispositive Power 0.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

5,284,500.00

10

Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)

11

Percent of class represented by amount in row (9)

5.2 %

12

Type of Reporting Person (See Instructions)

OO

Comment for Type of Reporting Person: Row 11 is based on 102,576,943 shares of Common Stock, $0.0001 par value per share ("Common Stock") of SBC Medical Group Holdings Incorporated (the "Issuer") outstanding on December 26, 2025 as disclosed in the Issuer's prospectus filed with the SEC on January 5, 2026.

SCHEDULE 13G

Item 1.
(a)	Name of issuer: SBC Medical Group Holdings Inc
(b)	Address of issuer's principal executive offices: 200 Spectrum Center Dr. STE 300 Irvine, CA, 92618
Item 2.
(a)	Name of person filing: Aikawa Equity Management Co., Ltd
(b)	Address or principal business office or, if none, residence: 908 Kamikurata-Cho, Totsuka-ku, Yokohama, Kanagawa, 244-0816
(c)	Citizenship: Japan
(d)	Title of class of securities: Common Stock, $0.0001 par value per share
(e)	CUSIP No.: 73245B107
Item 3.	If this statement is filed pursuant to §§ 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:
(a)	Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
(b)	Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
(c)	Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
(d)	Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
(e)	An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
(f)	An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
(g)	A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
(h)	A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
(i)	A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
(j)	A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J). If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J), please specify the type of institution:
(k)	Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K).
Item 4.	Ownership
(a)	Amount beneficially owned: The information relating to the beneficial ownership of the Common Stock by the Reporting Person set forth in Rows 5 through 11 of the cover page hereto and related footnote are incorporated by reference herein. The Reporting Person acquired the Common Stock disclosed on this Schedule 13G pursuant to a subscription agreement dated December 23, 2025, between Dr. Yoshiyuki Aikawa, Chief Executive Officer of the Issuer, and the Reporting Person. As of March 6, 2026, Dr. Aikawa ceased to have voting and dispositive power over the Common Stock held by the Reporting Person.
(b)	Percent of class: 5.2%
(c)	Number of shares as to which the person has:
	(i) Sole power to vote or to direct the vote: 5,284,500
	(ii) Shared power to vote or to direct the vote: 0
	(iii) Sole power to dispose or to direct the disposition of: 5,284,500
	(iv) Shared power to dispose or to direct the disposition of: 0
Item 5.	Ownership of 5 Percent or Less of a Class.
	Not Applicable
Item 6.	Ownership of more than 5 Percent on Behalf of Another Person.
	If any other person is known to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, such securities, a statement to that effect should be included in response to this item and, if such interest relates to more than 5 percent of the class, such person should be identified. A listing of the shareholders of an investment company registered under the Investment Company Act of 1940 or the beneficiaries of employee benefit plan, pension fund or endowment fund is not required. Commencing on March 6, 2026, Dr. Aikawa entered into agreements with certain consultants providing services to medical corporations that have entered into contractual and service arrangements with subsidiaries of the Issuer pursuant to which such consultants acquired equity interests in the Reporting Person and the right to redeem those interests in exchange for proceeds from the sale of Common Stock held by the Reporting Person, subject to the terms of the such interests.
Item 7.	Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person.
	Not Applicable
Item 8.	Identification and Classification of Members of the Group.
	Not Applicable
Item 9.	Notice of Dissolution of Group.
	Not Applicable

Item 10.

Certifications:

By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under ?? 240.14a-11.

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

Aikawa Equity Management Co., Ltd.

Signature:	/s/ Daisuke Nakamura
Name/Title:	Daisuke Nakamura/Representative Director
Date:	03/13/2026