Welcome to our dedicated page for YY Group Holding Ltd. SEC filings (Ticker: YYGH), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
Our SEC filing database is enhanced with expert analysis from Rhea-AI, providing insights into the potential impact of each filing on YY Group Holding Ltd.'s stock performance. Each filing includes a concise AI-generated summary, sentiment and impact scores, and end-of-day stock performance data showing the actual market reaction. Navigate easily through different filing types including 10-K annual reports, 10-Q quarterly reports, 8-K current reports, proxy statements (DEF 14A), and Form 4 insider trading disclosures.
Designed for fundamental investors and regulatory compliance professionals, our page simplifies access to critical SEC filings. By combining real-time EDGAR feed updates, Rhea-AI's analytical insights, and historical stock performance data, we provide comprehensive visibility into YY Group Holding Ltd.'s regulatory disclosures and financial reporting.
YY Group Holding Limited entered into a securities purchase agreement to issue up to $11,880,000 principal amount of 8% original issue discount convertible notes in two tranches, together with related warrants, under its effective Form F-3 shelf.
The company expects gross cash proceeds of $5,500,000 from each tranche, with the 24‑month notes bearing 10% annual interest and being convertible at the greater of a $0.092 floor price or a market‑based formula capped at $1.50 per share, subject to a 4.99%–9.99% ownership limit. Warrants equal to 100% of the conversion shares for each tranche are exercisable for five years at $0.193 per share. Proceeds are allocated among working capital (including repayment of an earlier note and fees), investor relations and public relations, and purchases of preferred stock of an affiliate of the lead investor. Until the notes are repaid or largely converted, new securities issuances require lead investor consent. The offering is expected to close on March 2, 2026.
YY Group Holding Limited is offering up to $20,000,000 of Class A Ordinary Shares through an at-the-market sales agreement.
The company entered into an At The Market Sales Agreement with Spartan Capital Securities, LLC and Wilson-Davis & Co., Inc., under which shares may be sold from time to time at market prices subject to the Sales Agreement terms and customary conditions. Sales agents’ compensation is 3.75% of gross proceeds. As of the date of this prospectus supplement, there are 68,886,178 Class A Ordinary Shares issued and outstanding (not including 967,884 treasury shares). The offering notes the Nasdaq symbol YYGH and a most recent reported sale price of $0.1839 per share on February 26, 2026. The company intends to use up to SGD$545,000 (approximately $429,420) of proceeds to repay a business loan and to apply any remaining net proceeds for general corporate purposes, subject to the Sales Agreement and other conditions.
YY Group Holding Limited is offering up to $11,880,000 aggregate principal amount of unsecured 8% OID convertible promissory notes, warrants to purchase up to 161,500,814 Class A ordinary shares and up to 129,200,652 Class A ordinary shares issuable upon conversion of the notes.
The Purchase Agreement was executed on February 27, 2026 and contemplates an Initial Tranche and a Second Tranche of $5,940,000 principal each (reflecting $5,500,000 net proceeds per tranche after the 8% OID). The notes mature in 24 months, bear 10% interest (increasing to 18% upon default), convert at the greater of a $0.092 Floor Price or 80% of a six‑day lookback price (subject to a $1.50 cap), and include a beneficial ownership limit of 4.99% (up to 9.99% with notice).
Proceeds treatment for the Initial Tranche allocates $4,125,000 to working capital, $375,000 to investor/public relations, and $1,000,000 to purchase preferred stock of an affiliate of the Lead Investor; aggregate offering proceeds before expenses are shown as $11,000,000 with estimated proceeds to the company before expenses of $10,175,000.
YY Group Holding Limited reported that on December 5, 2025 it issued 1,350,000 Class A ordinary shares under its 2024 Share Incentive Plan, including 1,025,831 shares allotted to Executive Director Zhang Fan. The issuance was made under the Company’s Form S-8 registration statement filed on January 27, 2025.
On the same date, the Company also issued 6,500,000 Class A ordinary shares to employees and consultants under its 2025 Share Incentive Plan, relying on a separate Form S-8 registration statement filed on November 28, 2025. These grants represent equity-based compensation to staff and advisers.
YY Group Holding Ltd. (YYGH) received a new large shareholder disclosure from individual investor Wang Shiqing. Wang reports beneficial ownership of 4,000,000 Class A ordinary shares, representing 5.875% of the class based on 69,854,062 shares outstanding as of December 29, 2025.
The filing states Wang has sole voting and dispositive power over all 4,000,000 shares and no shared power with others. Wang also certifies the holdings were not acquired to change or influence control of YY Group, indicating a passive investment rather than an activist position.
YY Group Holding Ltd. shareholder Teo Shao Wei has filed a Schedule 13G reporting beneficial ownership of 3,900,000 Class A ordinary shares, representing 5.728% of this share class. The filing states sole voting and dispositive power over these shares.
The percentage is based on 69,854,062 Class A ordinary shares issued and outstanding as of December 29, 2025, according to the company’s transfer agent. The holder certifies the shares were not acquired for the purpose of changing or influencing control of YY Group.
YY Group Holding Limited has entered into a short-term secured financing, issuing a $1,100,000 Secured Promissory Note to Ault Lending, LLC for a $1,000,000 cash purchase price. The difference reflects an original issuance discount of $80,000 and a $20,000 origination fee, with interest at 10% per year and full repayment due on March 29, 2026.
The loan is secured by 100% of the Class A and Class B ordinary shares in the company held by Chairman and CEO Fu Xiaowei and Executive Director Zhang Fan. If YY Group completes any debt or equity financing before repayment, the lender can require up to 100% of the cash proceeds to repay the note. In default, the interest rate increases to 18% and the lender can exercise customary remedies over the pledged shares.
Approximately $864,643 of the loan proceeds are earmarked to repurchase outstanding warrants issued under a September 11, 2025 securities purchase agreement, with the remainder available for general corporate purposes. The note also adds tight covenants around new share issuances and gives the lender a right of first refusal on many future equity financings during a defined restriction period.
YY Group Holding Limited has entered into agreements to repurchase and cancel outstanding investor warrants first issued in a September 11, 2025 financing. Those warrants related to 9,523,812 Class A ordinary shares sold with one and one half warrants per share at $0.42 per share and accompanying warrants.
Under the new warrant repurchase agreements dated January 27, 2026, YY Group will buy back the warrants at $0.06 per ordinary share issuable upon exercise, for a total purchase price of $857,143, paid in cash. In return, the warrants will be cancelled, and the former warrant holders receive a pro-rata right to participate in one third of any qualifying future equity placements by the company through December 11, 2026.
YY Group Holding Limited has significantly increased the voting power of its Class B Ordinary Shares. On December 31, 2025, shareholders approved amended governing documents changing the voting rights of Class B shares from twenty (20) votes per share to five hundred (500) votes per share, following a resolution passed by a majority of Class A Ordinary shareholders. The amended and restated memorandum and articles of association reflecting this change were filed with the British Virgin Islands Registry of Corporate Affairs on January 16, 2026. Copies of the updated constitutional documents and the shareholder resolution are provided as exhibits.
YY Group Holding Limited submitted a Form 6-K to provide investors with updated information on its performance for the six months ended June 30, 2025. The filing states that the company has furnished unaudited condensed consolidated financial statements, along with notes, for this period. It also includes a management discussion and analysis of its financial condition and results of operations, and a press release summarizing these interim results.
This update is an interim report from a foreign private issuer and is furnished under the Form 20-F reporting framework, giving investors access to mid-year financial and operating details ahead of the company’s next annual filing.