Welcome to our dedicated page for SU Group Holdings SEC filings (Ticker: SUGP), 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.
SU Group Holdings Limited (Nasdaq: SUGP) files reports with the U.S. Securities and Exchange Commission as a foreign private issuer, primarily under Form 20-F for annual reports and Form 6-K for current reports. This SEC filings page aggregates those regulatory documents and pairs them with AI-powered tools that help explain the contents of each filing in accessible language.
For SUGP, Form 6-K filings have been used to furnish press releases and corporate information on topics such as reverse stock splits, share capital increases, and share capital alterations that created Class A and Class B ordinary shares with different voting rights. The company has also furnished 6-Ks to report on extraordinary general meeting voting results, unaudited interim condensed consolidated financial statements and management’s discussion and analysis, and Nasdaq notifications regarding minimum bid price and minimum publicly held shares requirements.
Through this page, users can access annual reports on Form 20-F (when filed) for a detailed view of SU Group’s security-related engineering services, security guarding and screening services, and related vocational training services, as well as its risk factors, financial statements, and governance disclosures. Current reports on Form 6-K provide more frequent updates on corporate actions, financial results for interim periods, and other material information the company chooses to furnish.
The platform’s AI features summarize key points from lengthy filings, highlight important sections, and help clarify technical terms related to share capital changes, listing compliance, and financial reporting. Users can quickly locate information on topics such as Nasdaq listing status, reverse stock split implementation, and interim financial performance without reading every line of each document.
In addition, this page offers convenient access to inline XBRL-tagged financial data where provided, along with exhibits such as proxy statements, voting instruction forms, and press releases that SU Group files as part of its regulatory obligations.
SU Group Holdings Limited is offering up to 3,000,000 Units, each consisting of one Pre-Funded Warrant and two Warrants. Each Unit is offered at an assumed public offering price of US$5.06, covering up to 3,000,000 Class A ordinary shares issuable upon exercise of the Pre-Funded Warrants and up to 6,000,000 Class A ordinary shares underlying the Warrants.
The Placement Agent is WallachBeth Capital, LLC on a best-efforts basis. The prospectus discloses an assumed aggregate offering of US$15,180,000, placement agent fees of US$986,700, and proceeds to the company before expenses of US$14,193,300. Exercise of the Pre-Funded Warrants is subject to a beneficial ownership cap of 4.99% (or up to 9.99% at holder election). The Warrants have a two-year term and include nonstandard adjustment and anti-dilution provisions. Risks described include governance concentration, PRC/Hong Kong regulatory uncertainty, and potential PCAOB/HFCAA inspection implications.
SU Group Holdings Ltd filed an initial ownership report for Chief Operating Officer Koo Lon Tien. The filing shows direct ownership of 42,070 Class A Ordinary Shares and discloses 6,000 Restricted Shares granted on December 9, 2024 under the 2024 Equity Incentive Plan.
The restricted shares vest in two equal tranches: 3,000 shares on a date after completion of the issuer’s secondary offering as determined by the board, and 3,000 shares on December 9, 2026, subject to continued service or the award terms.
SU Group Holdings Ltd disclosed that Chief Financial Officer Kong Wing Fai holds 8,000 Class A Ordinary Shares as restricted stock granted on December 9, 2024 under the company’s 2024 Equity Incentive Plan. Half of these 8,000 restricted shares vest after completion of the company’s secondary offering on a date set by the board, and the other half vest on December 9, 2026, in each case contingent on his continued service or as otherwise provided in the award agreement.
SU Group Holdings Ltd Chairman and CEO Chan Ming Dave filed an initial ownership report showing his equity position in the company. He holds 10,000 Class A Ordinary Shares directly, plus 20,000 Restricted Shares granted on December 9, 2024 under the 2024 Equity Incentive Plan. These restricted shares vest in two equal tranches: 10,000 after completion of the issuer’s secondary offering on a date set by the board, and 10,000 on December 9, 2026, subject to continued service or award terms. He also has indirect ownership of 842,280 Class B Ordinary Shares through Exceptional Engineering Limited and 59,400 Class B Ordinary Shares through DC & Partners Incorporation Limited, both wholly owned by him. Each Class B Ordinary Share is convertible at the holder’s option into one Class A Ordinary Share.
SU Group Holdings Limited is offering up to 3,000,000 Units, each comprised of one pre-funded warrant and two six-month warrants, at an assumed price of $5.50 per Unit. The Units would register up to 3,000,000 Class A ordinary shares issuable upon exercise of the Pre-Funded Warrants and up to 6,000,000 Class A ordinary shares issuable upon exercise of the Warrants.
The Pre-Funded Warrants are immediately exercisable for one Class A ordinary share at an effective exercise price of $0.0001 per share; each Warrant is exercisable for one Class A ordinary share at an assumed exercise price of $5.50 and expires six months from issuance. The offering is on a best-efforts basis with WallachBeth Capital, LLC as placement agent and is expected to terminate on March 31, 2026.
SU Group Holdings Limited is registering up to 3,000,000 Units, each consisting of one pre-funded warrant and two short-term warrants to purchase Class A ordinary shares. The assumed Unit price is US$5.74, implying a maximum offering size of US$17.22 million.
After fees, the company estimates net proceeds of about US$14.1 million, with a further US$16.1 million possible if all Warrants are exercised for cash. Proceeds will fund daily operations of its Hong Kong and offshore subsidiaries.
Shares outstanding would rise from 563,092 to 3,563,092 Class A ordinary shares assuming full exercise of the pre-funded warrants. The issuer remains a Cayman holding company with operating subsidiaries in Hong Kong and Macau, subject to evolving PRC/Hong Kong regulatory and HFCAA-related risks, and is a Nasdaq “controlled company” dominated by its founder.
SU Group Holdings Limited has a planned sale under Rule 144 involving 42,070 Class A Ordinary Shares to be sold through Tiger Brokers (HK) Global Limited on Nasdaq around 02/24/2026, with an aggregate market value of 242,743.90.
The filing notes that these shares were acquired on 06/20/2023 via a private placement from a shareholder for cash. The notice also states that there are 563,092 shares outstanding and includes the standard representation that the seller is not aware of undisclosed material adverse information about the issuer.
SU Group Holdings Limited is registering up to 3,000,000 Units, each consisting of one pre-funded warrant and two six-month Warrants to purchase Class A ordinary shares, plus 3,000,000 Class A ordinary shares underlying the pre-funded warrants and 6,000,000 Class A ordinary shares underlying the Warrants.
The Units are offered on a best-efforts basis at an assumed US$5.74 per Unit, for a maximum gross offering of US$17.22 million and estimated net proceeds of about US$14.1 million, to be used for daily operations of onshore and offshore subsidiaries. If all Warrants are exercised for cash, SU Group could receive an additional approximately US$16.1 million.
After full subscription and exercise of all pre-funded warrants, 3,563,092 Class A ordinary shares and 901,680 Class B ordinary shares would be outstanding. The company remains a Cayman Islands holding company with operating subsidiaries in Hong Kong, is a Nasdaq-listed “controlled company,” and highlights regulatory and political risks tied to PRC oversight of Hong Kong-based issuers and potential HFCAA-related trading prohibitions.
SU Group Holdings Limited has a security holder planning to sell 4,000 Class A Ordinary Shares under Rule 144. The planned sale through Tiger Brokers (HK) Global Limited on Nasdaq has an aggregate market value of 22,960.00 based on the figures provided.
The filing notes 563,092 shares outstanding for this class. The 4,000 shares were acquired on 12/09/2024 under the company’s 2024 Equity Incentive Plan via a cashless transaction, indicating these are equity compensation-related shares being prepared for potential resale.