Form 4 for HWH HWH International Inc.
Accepted 2024-11-22 00:00:00 ET · period of report 2024-11-20 · accession 0001493152-24-047521 · SEC index · Original document
Summary rows
Aggregated the way they appear in lists: one row per insider, transaction code and security table.
| X | Filed | Traded | Ticker | Insider | Title | Type | Price | Qty | Owned | ΔOwn | Value |
|---|---|---|---|---|---|---|---|---|---|---|---|
| 2024-11-22 | 2024-11-20 | HWH | Alset Inc. | 10% | J - Other | $0.63 | +6.50M | 6.98M | +1,365% | +$4.09M | |
| I | 2024-11-22 | 2024-11-20 | HWH | Alset Inc. | 10% | J - Other | $0.63 | -6.50M | 9.96M | -39% | -$4.09M |
Purchase Sale Sale after option exercise All abbreviations
Every reported transaction
| # | Table | Security | Date | Code | A/D | Shares | Price | Owned after | Own | Exercise / expiry | Underlying | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 1 | Common | Common Stock | 2024-11-20 | J | A | 6,500,000 | $0.63 | 6,976,190 | D | — | — | (F1) On September 26, 2024, Alset Inc. entered into a Stock Purchase Agreement (the "Stock Purchase Agreement") with Alset International Limited. Pursuant to the Stock Purchase Agreement, Alset Inc. has purchased 6,500,000 shares (the "Shares") of HWH International Inc. (the "Issuer") from Alset International Limited. As consideration for the Shares, Alset Inc. issued a secured promissory note to Alset International Limited in the original principal amount of $4,095,000.00. The closing of the purchase of the Shares was contingent upon the satisfaction of certain closing conditions. The purchase closed on November 20, 2024. (F5) The Chairman, Chief Executive Officer and majority stockholder of Alset Inc., Chan Heng Fai, may also be deemed to possess beneficial ownership of shares of the Issuer owned by Alset Inc. Mr. Chan also owns 13,000 shares of the Issuer's common stock personally. This transaction has not impacted the number of shares of the Issuer's common stock owned by Mr. Chan. (F4) Following this transaction, 6,500,000 shares of Issuer's common stock that were previously included in the number of shares Alset Inc. owned indirectly are now included in the number of shares of Issuer's common stock that Alset Inc. owns directly. This transaction does not impact the total number of securities beneficially owned by Alset Inc. Alset Inc. now beneficially owns 19,264,692 shares of the Issuer's common stock, including 6,976,190 shares owned directly, 9,958,347 shares owned indirectly through Alset International Limited, and 2,330,155 shares owned indirectly through another majority owned subsidiary of Alset Inc., Alset Acquisition Sponsor, LLC. |
| 2 | Common | Common Stock | 2024-11-20 | J | D | 6,500,000 | $0.63 | 9,958,347 | I See Footnote | — | — | (F1) On September 26, 2024, Alset Inc. entered into a Stock Purchase Agreement (the "Stock Purchase Agreement") with Alset International Limited. Pursuant to the Stock Purchase Agreement, Alset Inc. has purchased 6,500,000 shares (the "Shares") of HWH International Inc. (the "Issuer") from Alset International Limited. As consideration for the Shares, Alset Inc. issued a secured promissory note to Alset International Limited in the original principal amount of $4,095,000.00. The closing of the purchase of the Shares was contingent upon the satisfaction of certain closing conditions. The purchase closed on November 20, 2024. (F3) Following this transaction, Alset International Limited owns 9,958,347 shares of the Issuer's common stock. These shares are shown here as indirectly owned by Alset Inc. (F2) Alset Inc. owns 85.7% of Alset International Limited. Alset Inc. may be deemed to possess beneficial ownership of the shares of the Issuer owned by Alset International Limited. |