| Item 1. | Security and Issuer |
| (a) | Title of Class of Securities:
Class A ordinary shares, par value of US$0.000462 each |
| (b) | Name of Issuer:
WEBUY GLOBAL LTD |
| (c) | Address of Issuer's Principal Executive Offices:
90 BRAS BASAH RD, B1-13 Esplanade, MRT Station,
SINGAPORE
, 1895626. |
| Item 2. | Identity and Background |
|
| (a) | This Schedule 13D is being filed by Zheng Mingjie, a citizen of the People's Republic of China (the "Reporting Person"). |
| (b) | The address of the Reporting Person is No. 16, Guanri West 2nd Lane, Room 1403, HLAi District, Xiamen, 361000 Fujian China. |
| (c) | On February 19, 2026, the Issuer entered into a securities subscription agreement (the "PIPE Agreement") with the Reporting Person, pursuant to which the Issuer will issue and sell to the Investor such number of Class A Ordinary Shares 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 five (5)-trading day VWAP of the Company's Class A Ordinary Shares on the Nasdaq Capital Market immediately preceding the closing date (the "Closing"). Based on the pricing formula set forth in the PIPE Agreement, the purchase price per share was calculated to be $0.8776. Accordingly, the Issuer issued 1,139,472 PIPE Shares to the Reporting, representing 23.24% of the Issuer's issued and outstanding Class A ordinary shares at the time. As of the date of this report, the Reporting Person's PIPE Shares represent 21.69% of the Issuer's issued and outstanding Class A ordinary shares. |
| (d) | During the last five years, the Reporting Person has not (i) been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors) or (ii) 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. |
| (e) | During the last five years, the Reporting Person has not (i) been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors) or (ii) 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) | Zheng Mingjie, a citizen of the People's Republic of China. |
| Item 3. | Source and Amount of Funds or Other Consideration |
| | The information contained in Item 2(c) of this Schedule 13D is incorporated herein by reference. |
| Item 4. | Purpose of Transaction |
| | The information contained in Item 2(c) of this Schedule 13D is incorporated herein by reference.
The Reporting Person acquired beneficial ownership of the securities reported herein in connection with the PIPE.
The Reporting Person acquired the securities reported herein for investment purposes.
The Reporting Person expects to review from time to time his investment in the Issuer and may, depending on market and other conditions, and subject to any agreements between the Reporting Person and the Issuer, including as described herein, and applicable legal requirements, (i) purchase or acquire additional shares of Common Stock, options, or related derivatives in the open market, in privately negotiated transactions, or otherwise; (ii) sell or dispose of all or a portion of the shares of Common Stock now beneficially owned or hereafter acquired by him; and (iii) engage in communications with, without limitation, other officers and employees of the Issuer, other shareholders of the Issuer, one or more members of the Board, or other relevant parties regarding the Issuer, including but not limited to its business, operations, governance, and control.
Other than as described herein, the Reporting Person does not have any plans or proposals relating to or that would result in any of the events or matters described in subparagraphs (a) through (j) of Item 4 of Schedule 13D, although, subject to the agreements described herein and applicable legal requirements, the Reporting Person may, at any time and from time to time, participate in discussions concerning, or formulate or review plans or proposals that may result in, one or more of the actions described in subparagraphs (a) through (j) of Item 4 of Schedule 13D. |
| Item 5. | Interest in Securities of the Issuer |
| (a) | The information contained in Item 2(c) of this Schedule 13D is incorporated herein by reference.
(a), (b) The responses of the Reporting Person with respect to Rows 7 through 13 of the cover page of this Schedule 13D are incorporated herein by reference.
As of the date hereof, the Reporting Person may be deemed to beneficially own 1,139,472 Class A ordinary shares of the Issuer, representing approximately 21.69% of the Class A ordinary shares outstanding. The Reporting Person holds all such shares directly and has sole voting power and sole dispositive power over all such shares. |
| (b) | Except for the acquisition of Class A ordinary shares in connection with the PIPE transaction as described in Item 3, the Reporting Person has not effected any transactions in Class A ordinary shares during the past 60 days. |
| (c) | The information contained in Item 3(c) of this Schedule 13D is incorporated herein by reference. |
| (d) | No other person is known by the Reporting Person to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, the shares of Common Stock that may be deemed to be beneficially owned by the Reporting Person as provided for herein. |
| (e) | Not applicable. |
| Item 6. | Contracts, Arrangements, Understandings or Relationships With Respect to Securities of the Issuer |
| | The information contained in Item 2(c) of this Schedule 13D is incorporated herein by reference. |
| Item 7. | Material to be Filed as Exhibits. |
| | 99.1 Securities Subscription Agreement, dated as of February 19, 2026, between Issuer and Reporting Person (incorporated by reference from Exhibit 10.3 to the Issuer's Current Report on Form 6-K filed on February 25, 2026)
99.2 First Amendment to Securities Subscription Agreement, dated as of February 20, 2026, (incorporated by reference from Exhibit 10.4 to the Issuer's Current Report on Form 6-K filed on February 25, 2026) |
