Dreamland Ltd (TDIC) CEO discloses 23.81% stake and new share purchase

Rhea-AI Filing Summary

Dreamland Ltd insider Seto Wai Yue filed a Schedule 13D reporting significant ownership of the company’s ordinary shares. As of July 10, 2026, Seto beneficially owns 829,890 ordinary shares, consisting of 749,890 Class A Ordinary Shares and 80,000 Class B Ordinary Shares, representing 23.81% of the issuer’s 3,485,583 outstanding ordinary shares.

The position includes shares acquired under a Securities Purchase Agreement dated July 7, 2026, where Seto agreed to purchase 580,000 Class A and 72,000 Class B shares in a private placement at USD 3.75 per share. Each Class A share carries one vote and each Class B share twelve votes; the reported 23.81% figure is based on share count rather than voting power. Seto, who is Chairlady, Director and Chief Executive Officer of Dreamland Ltd, states the shares are held for investment purposes and discloses no current plans regarding major corporate actions beyond board-related discussions.

Key Figures

Beneficial ownership: 829,890 shares Ownership percentage: 23.81% Shares outstanding: 3,485,583 shares +5 more

8 metrics

Beneficial ownership 829,890 shares Ordinary shares beneficially owned by Seto Wai Yue

Ownership percentage 23.81% Percentage of Dreamland’s 3,485,583 outstanding ordinary shares

Shares outstanding 3,485,583 shares Ordinary shares outstanding as of July 10, 2026

Private placement price USD 3.75 per share Price per Placement Share under Securities Purchase Agreement dated July 7, 2026

Private placement Class A 580,000 shares Class A Ordinary Shares purchased by Seto Wai Yue in the private placement

Private placement Class B 72,000 shares Class B Ordinary Shares purchased by Seto Wai Yue in the private placement

Class A voting right 1 vote per share Each Class A ordinary share is entitled to one vote

Class B voting right 12 votes per share Each Class B ordinary share is entitled to twelve votes

Key Terms

Schedule 13D, beneficially owns, Securities Purchase Agreement, private placement, +1 more

5 terms

Schedule 13D regulatory

"This is being filed by Seto Wai Yue (the "Reporting Person")"

A Schedule 13D is a legal document that investors file with regulators when they buy a large enough stake in a company to potentially influence its management or decisions. It provides details about the investor’s intention, ownership stake, and plans, helping other investors understand who is gaining control and what their motives might be.

beneficially owns financial

"The Reporting Person beneficially owns 749,890 Class A Ordinary Shares and 80,000 Class B Ordinary Shares"

Beneficially owns means a person or entity enjoys the economic benefits and control of a security even if the legal title or registration is held in another name. Think of it like having the keys and profits from a car that is registered to a friend: you use it, benefit from it, and make decisions about it even though the official paperwork lists someone else. For investors, this matters because it reveals who truly controls shares, affects voting power, potential conflicts of interest, and regulatory disclosure obligations.

Securities Purchase Agreement regulatory

"pursuant to a Securities Purchase Agreement dated July 7, 2026"

A securities purchase agreement is a written contract between a buyer and a seller outlining the terms for buying or selling financial assets such as stocks or bonds. It specifies details like the price, quantity, and conditions of the transaction, similar to a shopping list with agreed-upon terms. For investors, it provides clarity and legal protection when transferring ownership of these financial instruments.

private placement financial

"purchased an aggregate of 580,000 Class A Ordinary Shares and 72,000 Class B Ordinary Shares in a private placement"

A private placement is a sale of securities directly to a selected group of investors, typically institutions or accredited investors, instead of through a public offering. It lets a company raise money faster and with fewer regulatory steps; for existing shareholders it matters because the newly issued shares, often sold at a discount, increase the share count and can dilute their ownership.

Class B Ordinary Shares financial

"80,000 Class B Ordinary Shares outstanding as of July 10, 2026"

Class B ordinary shares are a type of ownership stake in a company that typically come with different voting rights or privileges compared to other share classes. For investors, they represent a way to hold part of the company’s value and influence its decisions, often with fewer voting rights than Class A shares. Understanding these shares helps investors assess their level of control and potential returns within a company.

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Available on EDGAR 07/13/2026 - 06:16 AM Accepted by SEC EDGAR 07/13/2026 - 06:08 AM Learn about SEC filing dates

FAQ

What percentage of Dreamland Ltd (TDIC) does Seto Wai Yue own?

Seto Wai Yue beneficially owns 23.81% of Dreamland Ltd’s outstanding ordinary shares, or 829,890 shares, based on 3,485,583 ordinary shares outstanding as of July 10, 2026.

How many Dreamland Ltd (TDIC) shares does Seto Wai Yue hold by class?

Seto Wai Yue holds 749,890 Class A Ordinary Shares and 80,000 Class B Ordinary Shares, for a total beneficial ownership of 829,890 ordinary shares in Dreamland Ltd.

What recent share purchase did Seto Wai Yue make in Dreamland Ltd (TDIC)?

On July 7, 2026, Seto Wai Yue agreed to purchase 580,000 Class A and 72,000 Class B Dreamland Ltd shares in a private placement at USD 3.75 per share under a Securities Purchase Agreement.

How many Dreamland Ltd (TDIC) shares are outstanding according to the Schedule 13D?

The filing states that 3,485,583 ordinary shares of Dreamland Ltd are outstanding as of July 10, 2026, including 3,405,583 Class A and 80,000 Class B ordinary shares.

What voting rights do Dreamland Ltd (TDIC) Class A and Class B shares carry?

Each Class A ordinary share of Dreamland Ltd carries one vote, while each Class B ordinary share carries twelve votes. The reported 23.81% stake reflects share count, not voting power.

What is the role of Seto Wai Yue at Dreamland Ltd (TDIC)?

Seto Wai Yue is the Chairlady of the Board of Directors, Director and Chief Executive Officer of Dreamland Ltd and is also the reporting person in this Schedule 13D.

Does Seto Wai Yue indicate plans to change control at Dreamland Ltd (TDIC)?

The filing states the shares are held for investment purposes and that, except as described, Seto Wai Yue has no current intention, plan or proposal regarding the major corporate actions listed in Item 4.

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13D

Under the Securities Exchange Act of 1934

Dreamland Ltd

(Name of Issuer)

Class A Ordinary Shares, par value $0.00125 per share

(Title of Class of Securities)

G28385121

(CUSIP Number)

Seto Wai Yue
RM 18E, Billion Plaza Phase 2, 10 Cheung Yue Street, Cheung Sha Wan
Hong Kong, K3, 00000
852 5628 6281

(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)

07/07/2026

(Date of Event Which Requires Filing of This Statement)

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box.

The information required on the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

schemaVersion:

SCHEDULE 13D

CUSIP Number(s): G28385121

1

Name of reporting person

Seto Wai Yue

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

PF

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

HONG KONG

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 829,890.00
8	Shared Voting Power 0.00
9	Sole Dispositive Power 829,890.00
10	Shared Dispositive Power 0.00

11

Aggregate amount beneficially owned by each reporting person

829,890.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

23.81 %

14

Type of Reporting Person (See Instructions)

IN

Comment for Type of Reporting Person:

(1) The calculation of percentage set forth herein is based on based on 3,485,583 Ordinary Shares, consisting of 3,405,583 Class A Ordinary Shares and 80,000 Class B Ordinary Shares outstanding as of July 10, 2026, which information was provided by the Issuer to the Reporting Persons on July 10, 2026. The Reporting Person beneficially owns 749,890 Class A Ordinary Shares and 80,000 Class B Ordinary Shares, including 580,000 Class A Ordinary Shares and 72,000 Class B Ordinary Shares acquired from the Issuer in a private placement pursuant to a Securities Purchase Agreement dated July 7, 2026. Pursuant to the Amended and Restated Memorandum and Articles of Association of the Issuer, each Class A ordinary share is entitled to one vote an each Class B ordinary share is entitled to twelve votes. The percentage reported herein reflects beneficial ownership as a percentage of the Issuer's total outstanding ordinary shares and not the Reporting Person's percentage of aggregate voting power.

SCHEDULE 13D

Item 1.	Security and Issuer
(a)	Title of Class of Securities: Class A Ordinary Shares, par value $0.00125 per share
(b)	Name of Issuer: Dreamland Ltd
(c)	Address of Issuer's Principal Executive Offices: RM 18E, Billion Plaza Phase 2, 10 Cheung Yue Street, Cheung Sha Wan, Hong Kong, HONG KONG , 00000.
Item 2.	Identity and Background
(a)	This Schedule 13D is being filed by Seto Wai Yue (the "Reporting Person")
(b)	The Reporting Person's business address is RM 18E, Billion Plaza Phase 2, 10 Cheung Yue Street, Cheung Sha Wan, Hong Kong.
(c)	The Reporting Person is the Chairlady of the Board of Directors, Director and Chief Executive Officer of the Issuer.
(d)	During the last five years, the Reporting Person has not been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors).
(e)	During the last five years, the Reporting Person has not been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceeding was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws.
(f)	The Reporting Person is a citizen of Hong Kong.
Item 3.	Source and Amount of Funds or Other Consideration
	On July 7, 2026, the Reporting Person entered into a Securities Purchase Agreement with the Issuer pursuant to which the Reporting Person agreed to purchase an aggregate of 580,000 Class A Ordinary Shares and 72,000 Class B Ordinary Shares at a price of USD3.75 per Placement Share.
Item 4.	Purpose of Transaction
	The Reporting Person acquired the Shares pursuant to a Securities Purchase Agreement dated July 7, 2026, with the Issuer, under which the Reporting Person purchased an aggregate of 580,000 Class A Ordinary Shares and 72,000 Class B Ordinary Shares in a private placement. The Reporting Person holds the Shares for investment purposes. The Reporting Person is a member of the board of directors of the Issuer and serves as the Chairlady and, as a result, may be asked to vote on or discuss matters related to items (a) through (j) of this Item 4 of Schedule 13D with representatives of the Issuer and others. Except as may be set forth herein, the Reporting Person has no current intention, plan or proposal with respect to items (a) through (j) of Item 4 of Schedule 13D.
Item 5.	Interest in Securities of the Issuer
(a)	The responses in items (7) through (12) of the Reporting Person Information and Additional Reporting Person Information of this Schedule 13D are hereby incorporated into this Item 5 by reference.
(b)	The responses in items (7) through (12) of the Reporting Person Information and Additional Reporting Person Information of this Schedule 13D are hereby incorporated into this Item 5 by reference.
(c)	None.
(d)	None.
(e)	N/A
Item 6.	Contracts, Arrangements, Understandings or Relationships With Respect to Securities of the Issuer
	No.

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

Seto Wai Yue

Signature:	/s/ Seto Wai Yue
Name/Title:	Chairlady of the Board of Directors, Director and Chief Executive Officer
Date:	07/13/2026