Top KingWin (WAI) CFO receives 27,027-share equity grant as compensation

Rhea-AI Filing Summary

Yang Jie (JIEYANG) reported acquisition or exercise transactions in this Form 4 filing.

Top KingWin Ltd Chief Financial Officer Yang Jie received a grant of 27,027 Class A Ordinary Shares as equity compensation. The shares were valued at $2.22 per share and increased her directly held position to 44,628 shares following the transaction. The award was issued as part of her compensation for the period from October 1, 2025 to March 31, 2026 under her August 19, 2024 employment agreement.

Insights

Equity compensation analyst

CFO receives routine equity grant as part of compensation package.

The filing shows Top KingWin Ltd Chief Financial Officer Yang Jie receiving 27,027 Class A Ordinary Shares at $2.22 per share as a grant. Footnotes state this is compensation for the period from October 1, 2025 to March 31, 2026 under a prior employment agreement.

This is a non-market, compensation-related acquisition rather than an open-market purchase, so it carries limited signaling value about her view of the stock. After the grant, she directly holds 44,628 shares, indicating this award is meaningful but still a modest position in absolute terms.

Insider Trade Summary

Net Buyer: 27,027 shares

Net Buy 1 txn

Insider Yang Jie (JIEYANG)

Role Chief Financial Officer

Type	Security	Shares	Price	Value
Grant/Award	Class A Ordinary Shares	27,027	$2.22	$60K

Holdings After Transaction: Class A Ordinary Shares — 44,628 shares (Direct)

Footnotes (1)

1. F1. The Reporting Person was issued such class A ordinary shares of Top KingWin Ltd. (the "Company"), as part of her compensation for the period from October 1, 2025 to March 31, 2026, pursuant to her employment agreement with the Company, dated August 19, 2024.

Key Figures

Shares granted: 27,027 shares Grant price: $2.22 per share Shares after transaction: 44,628 shares +4 more

7 metrics

Shares granted 27,027 shares Class A Ordinary Shares grant to CFO Yang Jie

Grant price $2.22 per share Reported value for Class A Ordinary Shares grant

Shares after transaction 44,628 shares CFO Yang Jie direct holdings following grant

Transaction date May 8, 2026 Date of equity grant transaction

Compensation period start October 1, 2025 Start of service period covered by equity award

Compensation period end March 31, 2026 End of service period covered by equity award

Employment agreement date August 19, 2024 Agreement authorizing the compensation grant

Key Terms

Class A Ordinary Shares, grant/award acquisition, employment agreement, Chief Financial Officer

4 terms

Class A Ordinary Shares financial

"The Reporting Person was issued such class A ordinary shares of Top KingWin Ltd."

Class A ordinary shares are a type of ownership stake in a company that typically grants voting rights to shareholders, allowing them to have a say in important company decisions. They often come with priority in receiving dividends or profits, making them attractive to investors seeking influence and potential income. These shares help distinguish different levels of ownership and rights within a company's stock structure.

grant/award acquisition financial

"transaction_action: "grant/award acquisition" and transaction_code_description: "Grant, award, or other acquisition""

employment agreement financial

"pursuant to her employment agreement with the Company, dated August 19, 2024"

Chief Financial Officer financial

"officer_title: "Chief Financial Officer" for reporting person Yang Jie"

A Chief Financial Officer (CFO) is the person in charge of a company's money and financial planning. They decide how to spend, save, and invest funds to help the company grow and stay stable. Their role is important because good financial decisions keep the company healthy and successful.

FAQ

What insider transaction did Top KingWin Ltd (WAI) report for its CFO?

Top KingWin Ltd reported that CFO Yang Jie received a grant of 27,027 Class A Ordinary Shares. The shares were issued as equity compensation, not bought on the market, and increased her direct holdings to 44,628 shares following the transaction.

At what price were the Top KingWin (WAI) shares granted to the CFO?

The grant to CFO Yang Jie was valued at $2.22 per Class A Ordinary Share. This price is used for reporting the compensation value of the award and does not represent an open-market purchase transaction by the executive.

Is the Top KingWin (WAI) CFO share grant an open-market purchase or compensation?

The transaction is compensation, not an open-market purchase. The Form 4 classifies it as a grant or award acquisition, and the footnote explains the shares were issued under Yang Jie’s employment agreement for a defined compensation period.

How many Top KingWin (WAI) shares does the CFO hold after this grant?

After receiving 27,027 Class A Ordinary Shares, CFO Yang Jie directly holds 44,628 shares. This figure, reported in the filing, reflects her post-transaction ownership from this compensation-related award, excluding any other potential derivative or indirect holdings.

What period of service does the Top KingWin (WAI) equity grant to the CFO cover?

The grant covers compensation for the period from October 1, 2025 to March 31, 2026. According to the footnote, it was issued pursuant to Yang Jie’s employment agreement with Top KingWin Ltd dated August 19, 2024.

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Form 4 Insider Transactions: What Each Field Means →

Available on EDGAR 06/18/2026 - 04:13 PM Accepted by SEC EDGAR 06/18/2026 - 04:12 PM Learn about SEC filing dates

SEC Form 4

FORM 4

UNITED 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^*

Yang Jie (JIEYANG)

(Last) (First) (Middle)

ROOM 1304, BUILDING NO. 25, 555 N.PANYU

TIAN'AN HEADQUARTERS CENTER, DONGHUAN ST

(Street)

GUANGZHOU 511400

(City) (State) (Zip)

CHINA

(Country)

2. Issuer Name and Ticker or Trading Symbol
Top KingWin Ltd [ WAI ]

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

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
05/08/2026

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

X	Form 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)
			Code	V	Amount	(A) or (D)	Price
Class A Ordinary Shares	05/08/2026		A		27,027(1)	A	$2.22	44,628	D

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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. The Reporting Person was issued such class A ordinary shares of Top KingWin Ltd. (the "Company"), as part of her compensation for the period from October 1, 2025 to March 31, 2026, pursuant to her employment agreement with the Company, dated August 19, 2024.

	/s/ Jie Yang	06/18/2026
	** 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 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)