Society Pass (SOPA) nets about $13.5M from NusaTrip IPO and updates balance sheet

Rhea-AI Filing Summary

Society Pass Incorporated furnished updated financial information reflecting the initial public offering of its subsidiary NusaTrip Incorporated. The company reported unaudited condensed consolidated balance sheets as of June 30, 2025 and unaudited pro forma consolidated balance sheets as of August 18, 2025. These pro forma figures incorporate the NusaTrip IPO, which was consummated on August 18, 2025 and generated net proceeds of approximately $13,500,000 for Society Pass. The exhibit is intended to show how the IPO and resulting cash inflow affect the company’s balance sheet position.

Insights

Equity & corporate actions analyst

Society Pass adds about $13.5M of cash from its NusaTrip IPO.

The company completed the initial public offering of its subsidiary NusaTrip Incorporated on August 18, 2025, and received net proceeds of approximately $13,500,000. Alongside this transaction, it furnished unaudited condensed consolidated balance sheets and pro forma consolidated balance sheets that incorporate the IPO’s effects. This focuses on how the new capital and any related changes flow through assets, liabilities, and equity.

The pro forma balance sheets as of August 18, 2025 help illustrate the company’s financial position after the IPO, compared with the historical figures as of June 30, 2025. The actual significance of the $13,500,000 inflow depends on the company’s existing size, obligations, and future funding needs, which are not detailed here. Subsequent quarterly and annual reports will show how this additional capital is deployed and how the NusaTrip stake contributes to overall results.

8-K Event Classification

Item 9.01 — Financial Statements and Exhibits

1 item

Item 9.01 Financial Statements and Exhibits Exhibits

Financial statements, pro forma financial information, and exhibit attachments filed with this report.

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): August 18, 2025

SOCIETY PASS INCORPORATED

(Exact name of registrant as specified in its charter)

Nevada		001-41037		83-1019155
(State or other jurisdiction of incorporation)		(Commission File Number)		(IRS Employer Identification Number)

701 S. Carson Street, Suite 200 Carson City, Nevada 89701

(Address of principal executive offices)

(+65) 6518-9385

(Registrant’s telephone number, including area code)

N/A

(Former name or former address, if changed since last report.)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act.

Title of each class		Trading Symbol		Name of each exchange on which registered
Common Stock, par value $0.0001 per share		SOPA		The Nasdaq Stock Market LLC

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☒

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 9.01 Financial Statements and Exhibits

On August 18, 2025, Society Pass Incorporated (the “Company”) furnished its unaudited condensed consolidated balance sheets as of June 30, 2025 on a pro forma basis as of August 18, 2025, which reflects the consummation of the initial public offering of NusaTrip Incorporated, a subsidiary of the Company (“NusaTrip”), on August 18, 2025, pursuant to which the Company received net proceeds of approximately $13,500,000.

(d) Exhibits

Exhibit No.		Description of Exhibits
99.1		Unaudited condensed consolidated balance sheets as of June 30, 2025 and unaudited pro forma consolidated balance sheets as of August 15, 2025 with the effect of Nusatrip IPO
104		Cover Page Interactive Data File (embedded within the Inline XBRL document)

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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

	Society Pass Incorporated
	By:	/s/ Raynauld Liang
	Name:	Raynauld Liang
	Title:	Chief Executive Officer
Date: August 18, 2025

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FAQ

What did Society Pass Incorporated (SOPA) announce in this 8-K?

Society Pass Incorporated reported that it furnished unaudited condensed consolidated balance sheets as of June 30, 2025 and unaudited pro forma consolidated balance sheets as of August 18, 2025, reflecting the initial public offering of its subsidiary NusaTrip Incorporated.

How much cash did Society Pass (SOPA) receive from the NusaTrip IPO?

The company received net proceeds of approximately $13,500,000 from the initial public offering of NusaTrip Incorporated on August 18, 2025.

What financial statements did Society Pass (SOPA) furnish related to the NusaTrip IPO?

Society Pass furnished unaudited condensed consolidated balance sheets as of June 30, 2025 and unaudited pro forma consolidated balance sheets as of August 18, 2025, which incorporate the effects of the NusaTrip IPO.

Which Society Pass (SOPA) subsidiary completed an IPO?

NusaTrip Incorporated, a subsidiary of Society Pass, completed its initial public offering on August 18, 2025.

Where can investors find the detailed pro forma balance sheets for Society Pass (SOPA)?

The detailed unaudited condensed consolidated and unaudited pro forma consolidated balance sheets are included as Exhibit 99.1 to this report, labeled as balance sheets with the effect of the NusaTrip IPO.

Does this 8-K indicate how Society Pass (SOPA) will use the $13.5 million in proceeds?

The content describes that Society Pass received net proceeds of approximately $13,500,000 from the NusaTrip IPO and furnished pro forma balance sheets, but it focuses on the balance sheet presentation rather than specific use-of-proceeds details.