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Trident Digital Tech CEO converts $3M debt to shares

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Form Type
4

Rhea-AI Filing Summary

Trident Digital Tech Holdings Ltd (TDTH) Chief Executive Officer Soon Huat Lim acquired 4,615,384 Class B ordinary shares on November 6, 2026, at a conversion price of US$0.65 per share. The shares were issued in satisfaction and discharge of US$3,000,000 owed to him under a demand grid promissory note. His reported direct Class B holdings afterward were 8,754,904 shares. He also reported indirect holdings through Tri Wealth Ltd, Trident Group Holdings Ltd and Trident Digital Tech Ltd; the Class A shares held through Trident Digital Tech Ltd are convertible one-for-one into Class B shares at his election.

Insider Lim Soon Huat
Role Chief Executive Officer
Type Security Shares Price Value
Other Class B Ordinary Shares F1, F2 4,615,384 $0.65 $3.00M
Holding Class B Ordinary Shares F3 -- -- --
Holding Class B Ordinary Shares F4 -- -- --
Holding Class A Ordinary Shares F5 -- -- --
Holdings After Transaction: Class B Ordinary Shares — 8,754,904 shares (Direct); Class B Ordinary Shares — 518,452 shares (Indirect, By Tri Wealth Ltd); Class B Ordinary Shares — 424,214 shares (Indirect, By Trident Group Holdings Ltd); Class A Ordinary Shares — 208,333 shares (Indirect, By Trident Digital Tech Ltd)
Footnotes (5)
  1. F1. Pursuant to a Debt Conversion Agreement, dated November 6, 2026 (the "Conversion Agreement"), between Trident Digital Tech Holdings Ltd (the "Issuer") and the Reporting Person, the Issuer agreed to convert US$3,000,000 of outstanding indebtedness owed to the Reporting Person under the demand grid promissory note, date October 31, 2026, into 4,615,384 Class B ordinary shares of the Issuer (the "Class B Ordinary Shares"), at a conversion price of US$0.65 per share. The Class B Ordinary Shares were issued to the Reporting Person in satisfaction and discharge of such indebtedness.
  2. F2. Includes 383,651 Class B Ordinary Shares held in street name through a brokerage account for the benefit of the Reporting Person.
  3. F3. The Class B Ordinary Shares are held by Tri Wealth Ltd, a British Virgin Islands company wholly owned and controlled by the Reporting Person.
  4. F4. The Class B Ordinary Shares are held by Trident Group Holdings Ltd, a British Virgin Islands company wholly owned and controlled by the Reporting Person.
  5. F5. The Class A Ordinary Shares are held by Trident Digital Tech Ltd, a British Virgin Islands company wholly owned and controlled by the Reporting Person. The Class A Ordinary Shares are convertible at any time at the election of the Reporting Person into Class B Ordinary Shares on a one-for-one basis. Any number of Class A Ordinary Shares held by its holder will be automatically and immediately converted into Class B Ordinary Shares on a one-for-one basis upon certain transfers described in the Issuer's Memorandum and Articles of Association, as amended.
Class B ordinary shares acquired 4,615,384 shares November 6, 2026, in the debt conversion
Conversion price US$0.65 per share Price for the Class B ordinary shares issued November 6, 2026
Indebtedness converted US$3,000,000 Outstanding indebtedness owed to Soon Huat Lim under a demand grid promissory note
Direct Class B holdings after transaction 8,754,904 shares Reported following the November 6, 2026 transaction
Indirect Class B holdings through Tri Wealth Ltd 518,452 shares Reported November 6, 2026
Indirect Class B holdings through Trident Group Holdings Ltd 424,214 shares Reported November 6, 2026
Indirect Class A holdings through Trident Digital Tech Ltd 208,333 shares Reported November 6, 2026
demand grid promissory note financial
"under the demand grid promissory note"
Debt Conversion Agreement financial
"Pursuant to a Debt Conversion Agreement, dated November 6, 2026"
satisfaction and discharge financial
"in satisfaction and discharge of such indebtedness"
one-for-one basis technical
"converted into Class B Ordinary Shares on a one-for-one basis"

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

How many TDTH shares did Soon Huat Lim acquire, and at what price?

Soon Huat Lim acquired 4,615,384 Class B ordinary shares at a conversion price of US$0.65 per share on November 6, 2026. The shares were issued in satisfaction and discharge of US$3,000,000 owed to him under a demand grid promissory note.

What TDTH shares did Soon Huat Lim hold indirectly after the transaction?

He reported 518,452 Class B shares held by Tri Wealth Ltd, 424,214 Class B shares held by Trident Group Holdings Ltd, and 208,333 Class A shares held by Trident Digital Tech Ltd. The three companies were wholly owned and controlled by him; the Class A shares are convertible one-for-one into Class B shares at his election.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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SEC Form 4
FORM 4UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

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:3235-0287
Estimated average burden
hours per response:0.5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
Lim Soon Huat

(Last)(First)(Middle)
SUNTEC TOWER 3
8 TEMASEK BLVD RD, #24-03

(Street)
SINGAPORE038988

(City)(State)(Zip)

SINGAPORE

(Country)
2. Issuer Name and Ticker or Trading Symbol
Trident Digital Tech Holdings Ltd [ TDTH ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirector10% Owner
XOfficer (give title below)Other (specify below)
Chief Executive Officer
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
11/06/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year)2A. Deemed Execution Date, if any (Month/Day/Year)3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeVAmount(A) or (D)Price
Class B Ordinary Shares11/06/2026J4,615,384(1)A$0.658,754,904(2)D
Class B Ordinary Shares518,452IBy Tri Wealth Ltd(3)
Class B Ordinary Shares424,214IBy Trident Group Holdings Ltd(4)
Class A Ordinary Shares208,333IBy Trident Digital Tech Ltd(5)
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year)3A. Deemed Execution Date, if any (Month/Day/Year)4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year)7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Explanation of Responses:
1. Pursuant to a Debt Conversion Agreement, dated November 6, 2026 (the "Conversion Agreement"), between Trident Digital Tech Holdings Ltd (the "Issuer") and the Reporting Person, the Issuer agreed to convert US$3,000,000 of outstanding indebtedness owed to the Reporting Person under the demand grid promissory note, date October 31, 2026, into 4,615,384 Class B ordinary shares of the Issuer (the "Class B Ordinary Shares"), at a conversion price of US$0.65 per share. The Class B Ordinary Shares were issued to the Reporting Person in satisfaction and discharge of such indebtedness.
2. Includes 383,651 Class B Ordinary Shares held in street name through a brokerage account for the benefit of the Reporting Person.
3. The Class B Ordinary Shares are held by Tri Wealth Ltd, a British Virgin Islands company wholly owned and controlled by the Reporting Person.
4. The Class B Ordinary Shares are held by Trident Group Holdings Ltd, a British Virgin Islands company wholly owned and controlled by the Reporting Person.
5. The Class A Ordinary Shares are held by Trident Digital Tech Ltd, a British Virgin Islands company wholly owned and controlled by the Reporting Person. The Class A Ordinary Shares are convertible at any time at the election of the Reporting Person into Class B Ordinary Shares on a one-for-one basis. Any number of Class A Ordinary Shares held by its holder will be automatically and immediately converted into Class B Ordinary Shares on a one-for-one basis upon certain transfers described in the Issuer's Memorandum and Articles of Association, as amended.
/s/ Soon Huat Lim11/13/2026
** Signature of Reporting PersonDate
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 4 (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 4: SEC 1474 (03-26)

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