Welcome to our dedicated page for Society Pass Incorporated SEC filings (Ticker: SOPA), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
Society Pass Incorporated filings document the formal record for a Nevada operating company with common stock listed on Nasdaq under SOPA. Its SEC reports include 8-K material-event disclosures, Form 12b-25 late-filing notices, and registration statements that describe securities offerings, capital structure, and operating and financial results tied to its Southeast Asia e-commerce ecosystem.
The company’s filings also cover Nasdaq continued-listing matters, including periodic-report timing and minimum bid price requirements, along with litigation disclosures involving employment-related claims, share-based obligations and escrow arrangements involving subsidiary shares. Other disclosures address governance, material agreements, and subsidiary-related audit and reporting matters involving NusaTrip and Thoughtful Media Group.
Society Pass Incorporated (SOPA) proxy materials describe routine annual meeting procedures and governance disclosures. The document explains voting methods—by Internet, phone, mail or at the virtual Annual Meeting—and offers electronic delivery of future proxy materials. Committee responsibilities listed include risk oversight, auditor independence and appointment, review of audited consolidated financial statements, related-party transaction approval, equity compensation administration, executive compensation policy review, director nomination evaluation, and corporate governance.
Selected fee and compensation items are shown: an audit-related fee of $18,000, and various director or officer equity/compensation amounts such as multiple individual entries of $46,750, and others (e.g., $22,846, $21,246, $11,560, $8,600, $4,781). Reported beneficial holders include Blue Jay Capital Limited 130,015 shares (2.42%), Gopher Limited 109,580 shares (2.04%), and Maroon Capital Limited 80,814 shares (1.51%). The content is fragmented but conveys standard proxy disclosures on governance, fees and beneficial ownership.
Society Pass Incorporated (SOPA) files an amended S-1 prospectus describing its business, recent acquisitions and risks to investors. The company lists multiple acquisitions from 2021 through July 2023, including Leflair branded assets, food-delivery businesses in the Philippines and Vietnam, Gorilla Networks (Singapore telecom), digital marketing businesses (Thoughtful Media Group and PT Thoughtful Media Group Indonesia), Nusatrip travel services and Vietnam travel agencies. The filing highlights a commercial model centered on increasing merchant revenue and customer loyalty, plus numerous risk factors including technology, competition, regulatory and international operation risks. The prospectus discloses litigation with a former employee (O'Connor) where a partial summary judgment awarded $6,615,934 as of September 12, 2019; a trial occurred July 22–23, 2025 and a court ruling is expected on or after September 18, 2025. The court has entered a limited asset restraint and ordered 3,000,000 subsidiary shares into escrow as security. The filing also lists recent SEC filings and estimated offering expenses.
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.
Society Pass Incorporated filed a Form S-8 to register 743,606 shares of its common stock for issuance under the Society Pass Incorporated 2025 Equity Incentive Plan, which was approved by stockholders on February 27, 2025. The plan is intended to provide equity-based compensation, and this filing allows the company to issue these shares to participants in the plan over time.
The Form S-8 incorporates by reference the company’s latest Annual Report on Form 10-K, its Quarterly Reports on Form 10-Q for the quarters ended March 31, 2025 and June 30, 2025, and several Current Reports on Form 8-K, along with the existing description of its common stock. The company’s bylaws provide indemnification for directors and officers, subject to the SEC’s stated public policy limits on Securities Act liabilities.
Society Pass Incorporated reported stronger top-line performance in the quarter ended June 30, 2025 with total revenue of $2,501,494 for the quarter and $3,974,998 for the six months, driven primarily by digital marketing ($2,064,909 quarter) and increased online ticketing sales. Gross income improved to $1,413,058 for the quarter. The company recorded a quarterly net income of $552,384 and net income attributable to Society Pass of $479,008.
Liquidity and solvency remain material concerns: cash and cash equivalents were $8,218,805 and total assets were $29.19M, but the company disclosed a working capital deficit of $3,911,131, an accumulated deficit of $111,488,907, and net cash used in operating activities of $5,804,617 in the six months. Management noted substantial doubt about going concern and described recent financings and convertible note conversions (including issuance of 1,800,000 shares by a subsidiary) that provided financing.
Society Pass Incorporated (SOPA) filed Amendment No. 1 to its Form S-1 on August 12, 2025 to amend the Exhibit Index and file certain exhibits. The filing states this amendment does not modify the preliminary prospectus, which is omitted. The registration statement includes an estimated expenses table showing total estimated offering expenses of $35,000, with $25,000 for legal fees, $5,000 for accounting, and smaller amounts for printing, transfer agent and miscellaneous services. Item 14 discloses broad indemnification of officers and directors under the company’s governing documents and notes that indemnification for liabilities under the Securities Act is likely unenforceable as a matter of public policy. The filing is signed by the CEO and other officers and directors on August 12, 2025.
Society Pass (Nasdaq:SOPA) filed an 8-K on June 23, 2025 announcing a private placement financing.
- The company entered a Share Purchase Agreement with one accredited investor for 300,000 common shares at $1.00 each, generating $300,000 in gross proceeds.
- The transaction is exempt from registration under Section 4(a)(2)/Reg D.
- The agreement includes customary reps & warranties plus registration rights requiring SOPA to file a resale registration statement covering the shares.
- Closing is expected on or about June 27, 2025, subject to standard conditions.
- No other financial metrics or strategic updates were disclosed.
The filing also reports the issuance under Item 3.02 (Unregistered Sales of Equity Securities) and attaches the agreement as Exhibit 10.1.