WeBuy Global (WBUY) sells 1.14M shares in $1M PIPE deal

Rhea-AI Filing Summary

WEBUY GLOBAL LTD completed a private share placement to a single investor, raising US$1,000,000 in equity financing. The deal priced new Class A ordinary shares at $0.8776 per share, equal to 90% of the average Nasdaq closing price over five trading days before closing.

The company issued 1,139,472 new Class A ordinary shares, which represented 23.24% of its issued and outstanding Class A ordinary shares as of this report. Following the transaction, WEBUY GLOBAL LTD had 4,902,828 Class A ordinary shares outstanding. The PIPE shares were issued in a private placement under exemptions from U.S. registration.

Insights

Equity capital markets analyst

WEBUY raises $1M via a highly dilutive private share sale.

WEBUY GLOBAL LTD raised US$1,000,000 through a private investment in public equity (PIPE), issuing 1,139,472 Class A shares at $0.8776 per share, set at 90% of the recent five-day average trading price on Nasdaq.

The new shares represent 23.24% of outstanding Class A ordinary shares as of the report date, indicating meaningful dilution for existing holders. At the same time, the transaction delivers fresh equity capital instead of additional debt, which can help support operations without increasing leverage.

The shares were issued under U.S. registration exemptions (Section 4(a)(2), Regulation D and/or Regulation S), so liquidity for the investor may depend on future resale arrangements. The impact on ownership concentration and future trading dynamics will depend on how actively the investor manages this sizeable position.

Key Figures

PIPE proceeds: US$1,000,000 PIPE share price: $0.8776 per share PIPE Shares issued: 1,139,472 shares +4 more

7 metrics

PIPE proceeds US$1,000,000 Aggregate purchase price for PIPE Shares

PIPE share price $0.8776 per share 90% of 5-day average Nasdaq closing price

PIPE Shares issued 1,139,472 shares Class A ordinary shares issued in private placement

Dilution percentage 23.24% PIPE Shares as share of outstanding Class A shares

Shares outstanding 4,902,828 shares Class A ordinary shares outstanding as of report date

Initial PIPE funding $600,000 Received on February 19, 2026

Final PIPE funding $400,000 Remaining purchase price received March 13, 2026

Key Terms

private placement, PIPE Agreement, Section 4(a)(2), Regulation D, +1 more

5 terms

private placement financial

"the closing (the “Closing”) of the private placement occurred on March 24, 2026"

A private placement is a way for companies to raise money by selling securities directly to a small group of investors instead of through a public offering. This process is often quicker and less regulated, making it similar to offering a special, exclusive investment opportunity to select individuals or institutions. For investors, it can provide access to unique investment options that are not available on public markets.

PIPE Agreement financial

"entered into a securities subscription agreement, as amended (the “PIPE Agreement”), with Zheng Mingjie"

Section 4(a)(2) regulatory

"pursuant to Section 4(a)(2) thereof, Regulation D promulgated thereunder, and/or Regulation S promulgated thereunder"

Section 4(a)(2) is a part of U.S. securities laws that allows companies to sell their stock directly to certain investors without registering the sale with regulators. This process is often used for private placements, making it easier and faster for companies to raise money from knowledgeable or institutional investors. It matters to investors because it provides an alternative way to buy shares, often with fewer disclosures and lower costs.

Regulation D regulatory

"pursuant to Section 4(a)(2) thereof, Regulation D promulgated thereunder, and/or Regulation S promulgated thereunder"

Regulation D is a set of rules that govern how companies can raise money from investors without going through the full process required for public stock offerings. It provides simplified options for private placements, making it easier for companies to seek investments from a smaller group of investors. For investors, it offers opportunities to invest in private companies, often with fewer restrictions, but also with different levels of risk and disclosure.

Regulation S regulatory

"pursuant to Section 4(a)(2) thereof, Regulation D promulgated thereunder, and/or Regulation S promulgated thereunder"

Regulation S is a set of rules that allows companies to sell securities (like shares or bonds) to investors outside the United States without having to follow all U.S. securities laws. It matters because it makes it easier for companies to raise money from international investors while still complying with U.S. regulations.

Form 6-K: How Foreign Companies Report to the SEC →

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 6-K

REPORT OF FOREIGN PRIVATE ISSUER

PURSUANT TO RULE 13a-16 OR 15d-16

UNDER THE SECURITIES EXCHANGE ACT OF 1934

For the month of April 2026

Commission File Number: 001-41840

WEBUY GLOBAL LTD

35 Tampines Street 92

Singapore 528880

+65 8859 9762

(Address, including zip code, and telephone number, including area code, of Registrant’s principal executive offices)

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F:

Form 20-F ☒           Form 40-F ☐

Closing of Private Placement

As previously disclosed in our current report on Form 6-K filed with the U.S. Securities and Exchange Commission on February 25, 2026, WEBUY GLOBAL LTD, a Cayman Islands exempted company (the “Company”), entered into a securities subscription agreement, as amended (the “PIPE Agreement”), with Zheng Mingjie (the “Investor”) on February 19, 2026, pursuant to which the Company agreed to issue and sell to the Investor its Class A ordinary shares, par value $0.0000462 per share, of the Company (the “PIPE Shares”) for an aggregate purchase price of US$1,000,000 (the “Purchase Price”) at a purchase price per share equal to 90% of the average closing price of the Company’s Class A ordinary shares on the Nasdaq Capital Market for the five (5) trading days immediately preceding the closing date.

On March 13, 2026, the Company received the remaining Purchase Price of $400,000 from the Investor (having previously received $600,000 on February 19, 2026), bringing the total funds received to US$1,000,000, and the closing (the “Closing”) of the private placement occurred on March 24, 2026. Based on the pricing formula set forth in the PIPE Agreement, the purchase price per share was calculated to be $0.8776. Accordingly, the Company issued 1,139,472 PIPE Shares to the Investor,representing 23.24% of the Company’s issued and outstanding Class A ordinary shares as of the date of this current report. As of the date of this current report, the Company had 4,902,828 Class A ordinary shares issued and outstanding. 

The PIPE Shares were issued in a private placement exempt from the registration requirements of the U.S. Securities Act of 1933, as amended (the “Securities Act”), pursuant to Section 4(a)(2) thereof, Regulation D promulgated thereunder, and/or Regulation S promulgated thereunder.

This report does not constitute an offer to sell, or the solicitation of an offer to buy, nor shall there be any sale of these securities in any state or jurisdiction in which such offer, solicitation, or sale would be unlawful prior to the registration or qualification under the securities laws of any such state or jurisdiction.

1

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

	WEBUY GLOBAL LTD
Date: April 3, 2026	By:	/s/ Bin Xue
		Name:	Bin Xue
		Title:	Chief Executive Officer

2

FAQ

What did WEBUY GLOBAL LTD (WBUY) announce in this Form 6-K?

WEBUY GLOBAL LTD reported the closing of a private placement, issuing Class A ordinary shares to a single investor for US$1,000,000 in total proceeds. The transaction was structured under a PIPE Agreement using exemptions from U.S. registration requirements.

How many new shares did WEBUY GLOBAL LTD issue in the private placement?

WEBUY GLOBAL LTD issued 1,139,472 Class A ordinary shares in the private placement. These PIPE Shares represented 23.24% of the company’s issued and outstanding Class A ordinary shares as of the date of the current report.

What price did the investor pay per WEBUY GLOBAL LTD share in the PIPE?

The investor paid $0.8776 per Class A ordinary share. This price was set at 90% of the average closing price of WEBUY GLOBAL LTD’s Class A ordinary shares on the Nasdaq Capital Market over the five trading days immediately before the closing date.

How much total cash did WEBUY GLOBAL LTD receive from this PIPE financing?

WEBUY GLOBAL LTD received an aggregate purchase price of US$1,000,000 from the investor. The company collected $600,000 on February 19, 2026, and the remaining $400,000 on March 13, 2026, before the March 24, 2026 closing.

What is WEBUY GLOBAL LTD’s total Class A share count after the PIPE?

As of the date of the current report, WEBUY GLOBAL LTD had 4,902,828 Class A ordinary shares issued and outstanding. The newly issued 1,139,472 PIPE Shares are included in this total share count disclosed in the filing.

Under which U.S. securities laws were WEBUY GLOBAL LTD’s PIPE shares issued?

The PIPE Shares were issued in a private placement exempt from registration under the U.S. Securities Act of 1933. WEBUY GLOBAL LTD relied on Section 4(a)(2), Regulation D, and/or Regulation S to complete the transaction without a public offering registration.