SE affiliate Green Kiwi files to sell $47.4M in ADRs under Rule 144

Rhea-AI Filing Summary

Sea Limited (NYSE: SE) Form 144 filing shows that affiliate Green Kiwi Holding Limited plans to dispose of 300,000 American Depositary Receipts on or about 26 June 2025. The proposed sale, to be routed through J.P. Morgan Securities LLC, carries an estimated market value of US $47.4 million. Relative to Sea’s 543,584,213 shares outstanding, the block equates to roughly 0.06 % of the float, signalling a modest-sized insider transaction. The ADRs were originally obtained on 17 July 2023 via the exercise of employee stock options (ESOP) and are being sold under a Rule 10b5-1 trading plan adopted on 27 March 2025. No additional insider sales have been reported in the past three months. The seller affirms no knowledge of undisclosed material adverse information.

Positive

• Transparent disclosure via Form 144 with detailed share count, valuation, and 10b5-1 plan dates.
• Small relative size—only 0.06 % of outstanding shares—limits dilution or control concerns.

Negative

• Insider selling of $47.4 M could be interpreted as reduced confidence by an affiliate holder.

Insights

Securities Analyst

TL;DR Small insider sale (0.06 % float) worth $47.4 M; limited direct impact but may signal profit-taking.

The Form 144 filing indicates a routine liquidity event by an affiliate exercising options in 2023. At 0.06 % of shares outstanding, the disposal is unlikely to move valuation fundamentals. However, the timing—amid a preset Rule 10b5-1 plan—can still prompt short-term sentiment shifts, as investors often read insider selling as a confidence gauge. Absence of concurrent negative disclosures tempers the interpretation. Overall impact appears neutral-to-slightly-negative, contingent on market perception rather than financial magnitude.

Corporate Governance Expert

TL;DR Transaction follows governance best practices (10b5-1 plan), limiting concerns despite insider sale.

Green Kiwi Holding’s advance notice, inclusion of precise share counts, and adoption of a Rule 10b5-1 plan align with SEC guidance on transparent insider trading. The filing also asserts lack of undisclosed adverse information, reducing legal or reputational risk. From a governance angle, the event is largely procedural. Investors should monitor future sales volumes, but current disclosure suggests no governance red flags.

Form 144 Filer Information	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 144 NOTICE OF PROPOSED SALE OF SECURITIES PURSUANT TO RULE 144 UNDER THE SECURITIES ACT OF 1933
FORM 144

144: Filer Information

Filer CIK	0002056730
Filer CCC	XXXXXXXX
Is this a LIVE or TEST Filing?	LIVE TEST
Submission Contact Information
Name
Phone
E-Mail Address

144: Issuer Information

Name of Issuer	Sea Limited
SEC File Number	001-38237
Address of Issuer	1 Fusionopolis Place, #17-10 Singapore Galaxis SINGAPORE 138522
Phone	65-6270-8100
Name of Person for Whose Account the Securities are To Be Sold	Green Kiwi Holding Limited
See the definition of "person" in paragraph (a) of Rule 144. Information is to be given not only as to the person for whose account the securities are to be sold but also as to all other persons included in that definition. In addition, information shall be given as to sales by all persons whose sales are required by paragraph (e) of Rule 144 to be aggregated with sales for the account of the person filing this notice.
Relationship to Issuer	Affiliate

144: Securities Information

Title of the Class of Securities To Be Sold	Name and Address of the Broker	Number of Shares or Other Units To Be Sold	Aggregate Market Value	Number of Shares or Other Units Outstanding	Approximate Date of Sale	Name the Securities Exchange
ADR	J.P. Morgan Securities LLC 390 Madison Avenue - 6th Floor New York NY 10017	300000	47400000	543584213	06/26/2025	NYSE

Furnish the following information with respect to the acquisition of the securities to be sold and with respect to the payment of all or any part of the purchase price or other consideration therefor:

144: Securities To Be Sold

Title of the Class	Date you Acquired	Nature of Acquisition Transaction	Name of Person from Whom Acquired	Is this a Gift?	Date Donor Acquired	Amount of Securities Acquired	Date of Payment	Nature of Payment *
ADR	07/17/2023	Exercise of share options under Issuer's ESOP	Issuer			300000	07/17/2023	Compensation for services provided

* If the securities were purchased and full payment therefor was not made in cash at the time of purchase, explain in the table or in a note thereto the nature of the consideration given. If the consideration consisted of any note or other obligation, or if payment was made in installments describe the arrangement and state when the note or other obligation was discharged in full or the last installment paid.

Furnish the following information as to all securities of the issuer sold during the past 3 months by the person for whose account the securities are to be sold.

144: Securities Sold During The Past 3 Months

Nothing to Report

144: Remarks and Signature

Remarks
Date of Notice	06/26/2025
Date of Plan Adoption or Giving of Instruction, If Relying on Rule 10b5-1	03/27/2025
ATTENTION:
The person for whose account the securities to which this notice relates are to be sold hereby represents by signing this notice that he does not know any material adverse information in regard to the current and prospective operations of the Issuer of the securities to be sold which has not been publicly disclosed. If such person has adopted a written trading plan or given trading instructions to satisfy Rule 10b5-1 under the Exchange Act, by signing the form and indicating the date that the plan was adopted or the instruction given, that person makes such representation as of the plan adoption or instruction date.
Signature	/s/ J.P. Morgan Securities LLC as agent and attorney-in-fact for Green Kiwi Holding Limited
ATTENTION: Intentional misstatements or omission of facts constitute Federal Criminal Violations (See 18 U.S.C. 1001)

FAQ

How many Sea Limited (SE) shares are being sold under this Form 144?

The filing covers 300,000 ADRs.

What is the market value of the proposed sale by Green Kiwi Holding?

The aggregate value is estimated at US $47.4 million.

When is the planned sale date for the SE shares?

The approximate sale date listed is 26 June 2025.

What percentage of Sea Limited’s outstanding shares does 300,000 ADRs represent?

About 0.06 % of the company’s 543.6 million shares outstanding.

Was the sale arranged under a Rule 10b5-1 trading plan?

Yes, the plan was adopted on 27 March 2025.

How were the shares originally acquired by the seller?

They were acquired via exercise of employee stock options (ESOP) on 17 July 2023.