SU Group (SUGP) COO discloses Class A and 6,000 restricted shares

Rhea-AI Filing Summary

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.

Insider Trade Summary

2 transactions reported

Mixed 2 txns

Insider Koo Lon Tien

Role Chief Operating Officer

Type	Security	Shares	Price	Value
holding	Class A Ordinary Shares	--	--	--
holding	Class A Ordinary Shares	--	--	--

Holdings After Transaction: Class A Ordinary Shares — 48,070 shares (Direct)

Footnotes (1)

1. F1. Represents 6,000 Restricted Shares granted to the Reporting Person on December 9, 2024 under the Issuers 2024 Equity Incentive Plan, as amended. The Restricted Shares are subject to the following vesting schedule, contingent upon continued service of the Reporting Person at the time of vesting or as otherwise provided for in the applicable award agreement: (i) 3,000 Restricted Shares vest on such date after the completion of the Issuers Secondary Offering as determined by the Issuers Board of Directors and (ii) 3,000 Restricted Shares will vest on December 9, 2026.

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Accepted by SEC EDGAR 03/18/2026 - 10:58 AM Learn about SEC filing dates

FAQ

What does SU Group (SUGP) COO Koo Lon Tien report on this Form 3?

Koo Lon Tien reports direct ownership of 42,070 Class A Ordinary Shares in SU Group Holdings Ltd. The filing also notes 6,000 Restricted Shares granted on December 9, 2024, under the company’s 2024 Equity Incentive Plan.

How many restricted shares of SU Group (SUGP) does the COO hold and when were they granted?

The COO holds 6,000 Restricted Shares of SU Group Holdings Ltd. These shares were granted on December 9, 2024 under the issuer’s 2024 Equity Incentive Plan, as described in the ownership footnote.

What is the vesting schedule for SU Group (SUGP) COO’s 6,000 restricted shares?

The 6,000 Restricted Shares vest in two tranches of 3,000 shares each. The first vests after completion of the issuer’s secondary offering on a board‑determined date; the second vests on December 9, 2026, subject to continued service or award terms.

Are SU Group (SUGP) COO’s restricted shares contingent on continued service?

Yes. Vesting of the COO’s 6,000 Restricted Shares is contingent on continued service at each vesting date, or as otherwise provided in the applicable award agreement, linking long‑term equity compensation to ongoing employment with SU Group Holdings Ltd.

Does this SU Group (SUGP) filing show any insider share purchases or sales?

No explicit purchases or sales are shown. The Form 3 records initial holdings of Class A Ordinary Shares and details a prior grant of 6,000 Restricted Shares, with transaction codes marked as unknown and categorized as holding entries.

SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0104
Estimated average burden
hours per response:			0.5

1. Name and Address of Reporting Person^*

Koo Lon Tien

(Last) (First) (Middle)

FLAT 10, 20/F, 136 BELCHER'S STREET

(Street)

KENNEDY TOWN

(City) (State) (Zip)

HONG KONG

(Country)

2. Date of Event Requiring Statement (Month/Day/Year)
03/18/2026

3. Issuer Name and Ticker or Trading Symbol
SU Group Holdings Ltd [ SUGP ]

3a. Foreign Trading Symbol

5. If Amendment, Date of Original Filed (Month/Day/Year)

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Operating Officer

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Class A Ordinary Shares	42,070	D
Class A Ordinary Shares	6,000(1)	D

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Represents 6,000 Restricted Shares granted to the Reporting Person on December 9, 2024 under the Issuers 2024 Equity Incentive Plan, as amended. The Restricted Shares are subject to the following vesting schedule, contingent upon continued service of the Reporting Person at the time of vesting or as otherwise provided for in the applicable award agreement: (i) 3,000 Restricted Shares vest on such date after the completion of the Issuers Secondary Offering as determined by the Issuers Board of Directors and (ii) 3,000 Restricted Shares will vest on December 9, 2026.

	Koo Lon Tien	03/18/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 3: SEC 1473 (03-26)