HWH International Inc.

SEC source: 0001493152-26-012355 · ownership.xml · derivative · entry 1

Chan Heng Fai Ambrose · CIK 0001261725 · 10% owner

HWH International Inc. · CIK 0001897245 · 10% owner

Alset Inc. · CIK 0001750106 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: No plan indicated

Ownership: Indirect · See footnote

Disclosed balance after: Not disclosed

Underlying: Common Stock · Not disclosed shares

Expires 2029-02-04

F1 · reported_value: On February 4, 2026, the Issuer issued a convertible promissory note to HWH International Inc. ("HWH") in the amount of $125,000. This note is convertible into the Issuer's common stock at $0.006 per share at HWH's option until the maturity of the convertible note three (3) years from the date thereof.

F1 · price: On February 4, 2026, the Issuer issued a convertible promissory note to HWH International Inc. ("HWH") in the amount of $125,000. This note is convertible into the Issuer's common stock at $0.006 per share at HWH's option until the maturity of the convertible note three (3) years from the date thereof.

F1 · underlyingValue: On February 4, 2026, the Issuer issued a convertible promissory note to HWH International Inc. ("HWH") in the amount of $125,000. This note is convertible into the Issuer's common stock at $0.006 per share at HWH's option until the maturity of the convertible note three (3) years from the date thereof.

F1 · valueOwnedAfter: On February 4, 2026, the Issuer issued a convertible promissory note to HWH International Inc. ("HWH") in the amount of $125,000. This note is convertible into the Issuer's common stock at $0.006 per share at HWH's option until the maturity of the convertible note three (3) years from the date thereof.

F2 · ownership.nature: Mr. Chan is the Chairman, Chief Executive Officer and majority stockholder of Alset Inc. Mr. Chan is the Chairman and Chief Executive Officer of HWH International Inc., which is a majority-owned subsidiary of Alset Inc. Mr. Chan has dispositive control over the securities of the Issuer owned by HWH International Inc.

SEC source: 0001493152-26-002906 · ownership.xml · derivative · entry 3

Chan Heng Fai Ambrose · CIK 0001261725 · 10% owner

HWH International Inc. · CIK 0001897245 · 10% owner

Alset Inc. · CIK 0001750106 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: No plan indicated

Ownership: Indirect · See footnote

Disclosed balance after: Not disclosed

Underlying: Common Stock · Not disclosed shares

Expires 2029-01-08

F1 · reported_value: On December 10, 2025, the Issuer issued a convertible promissory note to HWH International Inc. ("HWH") in the amount of $150,000. This note is convertible into the Issuer's common stock at $0.006 per share at HWH's option until the maturity of the convertible note three (3) years from the date thereof. On January 2, 2026, the Issuer issued a convertible promissory note to HWH in the amount of $40,000. This note is convertible into the Issuer's common stock at $0.006 per share at HWH's option until the maturity of the convertible note three (3) years from the date thereof. On January 8, 2026, the Issuer issued a convertible promissory note to HWH in the amount of $120,000. This note is convertible into the Issuer's common stock at $0.006 per share at HWH's option until the maturity of the convertible note three (3) years from the date thereof.

F1 · price: On December 10, 2025, the Issuer issued a convertible promissory note to HWH International Inc. ("HWH") in the amount of $150,000. This note is convertible into the Issuer's common stock at $0.006 per share at HWH's option until the maturity of the convertible note three (3) years from the date thereof. On January 2, 2026, the Issuer issued a convertible promissory note to HWH in the amount of $40,000. This note is convertible into the Issuer's common stock at $0.006 per share at HWH's option until the maturity of the convertible note three (3) years from the date thereof. On January 8, 2026, the Issuer issued a convertible promissory note to HWH in the amount of $120,000. This note is convertible into the Issuer's common stock at $0.006 per share at HWH's option until the maturity of the convertible note three (3) years from the date thereof.

F1 · underlyingValue: On December 10, 2025, the Issuer issued a convertible promissory note to HWH International Inc. ("HWH") in the amount of $150,000. This note is convertible into the Issuer's common stock at $0.006 per share at HWH's option until the maturity of the convertible note three (3) years from the date thereof. On January 2, 2026, the Issuer issued a convertible promissory note to HWH in the amount of $40,000. This note is convertible into the Issuer's common stock at $0.006 per share at HWH's option until the maturity of the convertible note three (3) years from the date thereof. On January 8, 2026, the Issuer issued a convertible promissory note to HWH in the amount of $120,000. This note is convertible into the Issuer's common stock at $0.006 per share at HWH's option until the maturity of the convertible note three (3) years from the date thereof.

F1 · valueOwnedAfter: On December 10, 2025, the Issuer issued a convertible promissory note to HWH International Inc. ("HWH") in the amount of $150,000. This note is convertible into the Issuer's common stock at $0.006 per share at HWH's option until the maturity of the convertible note three (3) years from the date thereof. On January 2, 2026, the Issuer issued a convertible promissory note to HWH in the amount of $40,000. This note is convertible into the Issuer's common stock at $0.006 per share at HWH's option until the maturity of the convertible note three (3) years from the date thereof. On January 8, 2026, the Issuer issued a convertible promissory note to HWH in the amount of $120,000. This note is convertible into the Issuer's common stock at $0.006 per share at HWH's option until the maturity of the convertible note three (3) years from the date thereof.

F2 · ownership.nature: Mr. Chan is the Chairman, Chief Executive Officer and majority stockholder of Alset Inc. Mr. Chan is the Chairman and Chief Executive Officer of HWH International Inc., which is a majority-owned subsidiary of Alset Inc. Mr. Chan has dispositive control over the securities of the Issuer owned by HWH International Inc.

SEC source: 0001493152-26-002906 · ownership.xml · derivative · entry 2

Chan Heng Fai Ambrose · CIK 0001261725 · 10% owner

HWH International Inc. · CIK 0001897245 · 10% owner

Alset Inc. · CIK 0001750106 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: No plan indicated

Ownership: Indirect · See footnote

Disclosed balance after: Not disclosed

Underlying: Common Stock · Not disclosed shares

Expires 2029-01-02

F1 · reported_value: On December 10, 2025, the Issuer issued a convertible promissory note to HWH International Inc. ("HWH") in the amount of $150,000. This note is convertible into the Issuer's common stock at $0.006 per share at HWH's option until the maturity of the convertible note three (3) years from the date thereof. On January 2, 2026, the Issuer issued a convertible promissory note to HWH in the amount of $40,000. This note is convertible into the Issuer's common stock at $0.006 per share at HWH's option until the maturity of the convertible note three (3) years from the date thereof. On January 8, 2026, the Issuer issued a convertible promissory note to HWH in the amount of $120,000. This note is convertible into the Issuer's common stock at $0.006 per share at HWH's option until the maturity of the convertible note three (3) years from the date thereof.

F1 · price: On December 10, 2025, the Issuer issued a convertible promissory note to HWH International Inc. ("HWH") in the amount of $150,000. This note is convertible into the Issuer's common stock at $0.006 per share at HWH's option until the maturity of the convertible note three (3) years from the date thereof. On January 2, 2026, the Issuer issued a convertible promissory note to HWH in the amount of $40,000. This note is convertible into the Issuer's common stock at $0.006 per share at HWH's option until the maturity of the convertible note three (3) years from the date thereof. On January 8, 2026, the Issuer issued a convertible promissory note to HWH in the amount of $120,000. This note is convertible into the Issuer's common stock at $0.006 per share at HWH's option until the maturity of the convertible note three (3) years from the date thereof.

F1 · underlyingValue: On December 10, 2025, the Issuer issued a convertible promissory note to HWH International Inc. ("HWH") in the amount of $150,000. This note is convertible into the Issuer's common stock at $0.006 per share at HWH's option until the maturity of the convertible note three (3) years from the date thereof. On January 2, 2026, the Issuer issued a convertible promissory note to HWH in the amount of $40,000. This note is convertible into the Issuer's common stock at $0.006 per share at HWH's option until the maturity of the convertible note three (3) years from the date thereof. On January 8, 2026, the Issuer issued a convertible promissory note to HWH in the amount of $120,000. This note is convertible into the Issuer's common stock at $0.006 per share at HWH's option until the maturity of the convertible note three (3) years from the date thereof.

F1 · valueOwnedAfter: On December 10, 2025, the Issuer issued a convertible promissory note to HWH International Inc. ("HWH") in the amount of $150,000. This note is convertible into the Issuer's common stock at $0.006 per share at HWH's option until the maturity of the convertible note three (3) years from the date thereof. On January 2, 2026, the Issuer issued a convertible promissory note to HWH in the amount of $40,000. This note is convertible into the Issuer's common stock at $0.006 per share at HWH's option until the maturity of the convertible note three (3) years from the date thereof. On January 8, 2026, the Issuer issued a convertible promissory note to HWH in the amount of $120,000. This note is convertible into the Issuer's common stock at $0.006 per share at HWH's option until the maturity of the convertible note three (3) years from the date thereof.

F2 · ownership.nature: Mr. Chan is the Chairman, Chief Executive Officer and majority stockholder of Alset Inc. Mr. Chan is the Chairman and Chief Executive Officer of HWH International Inc., which is a majority-owned subsidiary of Alset Inc. Mr. Chan has dispositive control over the securities of the Issuer owned by HWH International Inc.

SEC source: 0001493152-26-002906 · ownership.xml · derivative · entry 1

Chan Heng Fai Ambrose · CIK 0001261725 · 10% owner

HWH International Inc. · CIK 0001897245 · 10% owner

Alset Inc. · CIK 0001750106 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: No plan indicated

Ownership: Indirect · See footnote

Disclosed balance after: Not disclosed

Underlying: Common Stock · Not disclosed shares

Expires 2028-12-10

F1 · reported_value: On December 10, 2025, the Issuer issued a convertible promissory note to HWH International Inc. ("HWH") in the amount of $150,000. This note is convertible into the Issuer's common stock at $0.006 per share at HWH's option until the maturity of the convertible note three (3) years from the date thereof. On January 2, 2026, the Issuer issued a convertible promissory note to HWH in the amount of $40,000. This note is convertible into the Issuer's common stock at $0.006 per share at HWH's option until the maturity of the convertible note three (3) years from the date thereof. On January 8, 2026, the Issuer issued a convertible promissory note to HWH in the amount of $120,000. This note is convertible into the Issuer's common stock at $0.006 per share at HWH's option until the maturity of the convertible note three (3) years from the date thereof.

F1 · price: On December 10, 2025, the Issuer issued a convertible promissory note to HWH International Inc. ("HWH") in the amount of $150,000. This note is convertible into the Issuer's common stock at $0.006 per share at HWH's option until the maturity of the convertible note three (3) years from the date thereof. On January 2, 2026, the Issuer issued a convertible promissory note to HWH in the amount of $40,000. This note is convertible into the Issuer's common stock at $0.006 per share at HWH's option until the maturity of the convertible note three (3) years from the date thereof. On January 8, 2026, the Issuer issued a convertible promissory note to HWH in the amount of $120,000. This note is convertible into the Issuer's common stock at $0.006 per share at HWH's option until the maturity of the convertible note three (3) years from the date thereof.

F1 · underlyingValue: On December 10, 2025, the Issuer issued a convertible promissory note to HWH International Inc. ("HWH") in the amount of $150,000. This note is convertible into the Issuer's common stock at $0.006 per share at HWH's option until the maturity of the convertible note three (3) years from the date thereof. On January 2, 2026, the Issuer issued a convertible promissory note to HWH in the amount of $40,000. This note is convertible into the Issuer's common stock at $0.006 per share at HWH's option until the maturity of the convertible note three (3) years from the date thereof. On January 8, 2026, the Issuer issued a convertible promissory note to HWH in the amount of $120,000. This note is convertible into the Issuer's common stock at $0.006 per share at HWH's option until the maturity of the convertible note three (3) years from the date thereof.

F1 · valueOwnedAfter: On December 10, 2025, the Issuer issued a convertible promissory note to HWH International Inc. ("HWH") in the amount of $150,000. This note is convertible into the Issuer's common stock at $0.006 per share at HWH's option until the maturity of the convertible note three (3) years from the date thereof. On January 2, 2026, the Issuer issued a convertible promissory note to HWH in the amount of $40,000. This note is convertible into the Issuer's common stock at $0.006 per share at HWH's option until the maturity of the convertible note three (3) years from the date thereof. On January 8, 2026, the Issuer issued a convertible promissory note to HWH in the amount of $120,000. This note is convertible into the Issuer's common stock at $0.006 per share at HWH's option until the maturity of the convertible note three (3) years from the date thereof.

F2 · ownership.nature: Mr. Chan is the Chairman, Chief Executive Officer and majority stockholder of Alset Inc. Mr. Chan is the Chairman and Chief Executive Officer of HWH International Inc., which is a majority-owned subsidiary of Alset Inc. Mr. Chan has dispositive control over the securities of the Issuer owned by HWH International Inc.

SEC source: 0001493152-25-017310 · ownership.xml · derivative · entry 1

Chan Heng Fai Ambrose · CIK 0001261725 · 10% owner

HWH International Inc. · CIK 0001897245 · 10% owner

Alset Inc. · CIK 0001750106 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: No plan indicated

Ownership: Indirect · See footnote

Disclosed balance after: Not disclosed

Underlying: Common Stock · Not disclosed shares

Expires 2028-10-06

F1 · reported_value: On October 6, 2025, the Issuer issued a convertible promissory note to HWH International Inc. ("HWH") in the amount of $200,000. This note is convertible into the Issuer's common stock at $0.006 per share at HWH's option until the maturity of the convertible note three (3) years from the date thereof.

F1 · price: On October 6, 2025, the Issuer issued a convertible promissory note to HWH International Inc. ("HWH") in the amount of $200,000. This note is convertible into the Issuer's common stock at $0.006 per share at HWH's option until the maturity of the convertible note three (3) years from the date thereof.

F1 · underlyingValue: On October 6, 2025, the Issuer issued a convertible promissory note to HWH International Inc. ("HWH") in the amount of $200,000. This note is convertible into the Issuer's common stock at $0.006 per share at HWH's option until the maturity of the convertible note three (3) years from the date thereof.

F1 · valueOwnedAfter: On October 6, 2025, the Issuer issued a convertible promissory note to HWH International Inc. ("HWH") in the amount of $200,000. This note is convertible into the Issuer's common stock at $0.006 per share at HWH's option until the maturity of the convertible note three (3) years from the date thereof.

F2 · ownership.nature: Mr. Chan is the Chairman, Chief Executive Officer and majority stockholder of Alset Inc. Mr. Chan is the Chairman and Chief Executive Officer of HWH International Inc., which is a majority-owned subsidiary of Alset Inc. Mr. Chan has dispositive control over the securities of the Issuer owned by HWH International Inc.

SEC source: 0001493152-25-014255 · ownership.xml · derivative · entry 1

Chan Heng Fai Ambrose · CIK 0001261725 · 10% owner

HWH International Inc. · CIK 0001897245 · 10% owner

Alset Inc. · CIK 0001750106 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: No plan indicated

Ownership: Indirect · See footnote

Disclosed balance after: Not disclosed

Underlying: Common Stock · Not disclosed shares

Expires 2028-09-17

F1 · reported_value: On September 17, 2025, the Issuer issued a convertible promissory note to HWH International Inc. ("HWH") in the amount of $70,000. This note is convertible into the Issuer's common stock at $0.006 per share at HWH's option until the maturity of the convertible note three (3) years from the date thereof.

F1 · price: On September 17, 2025, the Issuer issued a convertible promissory note to HWH International Inc. ("HWH") in the amount of $70,000. This note is convertible into the Issuer's common stock at $0.006 per share at HWH's option until the maturity of the convertible note three (3) years from the date thereof.

F1 · underlyingValue: On September 17, 2025, the Issuer issued a convertible promissory note to HWH International Inc. ("HWH") in the amount of $70,000. This note is convertible into the Issuer's common stock at $0.006 per share at HWH's option until the maturity of the convertible note three (3) years from the date thereof.

F1 · valueOwnedAfter: On September 17, 2025, the Issuer issued a convertible promissory note to HWH International Inc. ("HWH") in the amount of $70,000. This note is convertible into the Issuer's common stock at $0.006 per share at HWH's option until the maturity of the convertible note three (3) years from the date thereof.

F2 · ownership.nature: Mr. Chan is the Chairman, Chief Executive Officer and majority stockholder of Alset Inc. Mr. Chan is the Chairman of HWH International Inc., which is a majority-owned subsidiary of Alset Inc. Mr. Chan has dispositive control over the securities of the Issuer owned by HWH International Inc.

SEC source: 0001641172-25-002473 · ownership.xml · derivative · entry 2

Chan Heng Fai Ambrose · CIK 0001261725 · Director · 10% owner · Executive Chairman

HWH International Inc. · CIK 0001897245 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: No plan indicated

Ownership: Indirect · See footnote

Disclosed balance after: 937,500

Underlying: Common Stock · 937,500 shares

Expires 2028-03-31

F1 · price: On March 31, 2025, HWH International Inc. ("HWH") entered into a securities purchase agreement with the Issuer, pursuant to which the Issuer issued a convertible promissory note to HWH in the amount of $150,000. This note is convertible into the Issuer's common stock at $0.80 per share at HWH's option until the maturity of the convertible note three (3) years from the date of the securities purchase agreement. In addition, the Issuer granted HWH warrants exercisable into 937,500 shares of the Issuer's common stock. The warrants may be exercised for three (3) years from the date of the securities purchase agreement at an exercise price of $0.85 per share.

F2 · ownership.nature: Mr. Chan is the Chairman, Chief Executive Officer and majority stockholder of Alset Inc. Mr. Chan is the Chairman of HWH International Inc., which is a majority-owned subsidiary of Alset Inc. Mr. Chan has dispositive control over the securities of the Issuer owned by HWH International Inc.

SEC source: 0001641172-25-002473 · ownership.xml · derivative · entry 1

Chan Heng Fai Ambrose · CIK 0001261725 · Director · 10% owner · Executive Chairman

HWH International Inc. · CIK 0001897245 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: No plan indicated

Ownership: Indirect · See footnote

Disclosed balance after: Not disclosed

Underlying: Common Stock · Not disclosed shares

Expires 2028-03-31

F1 · reported_value: On March 31, 2025, HWH International Inc. ("HWH") entered into a securities purchase agreement with the Issuer, pursuant to which the Issuer issued a convertible promissory note to HWH in the amount of $150,000. This note is convertible into the Issuer's common stock at $0.80 per share at HWH's option until the maturity of the convertible note three (3) years from the date of the securities purchase agreement. In addition, the Issuer granted HWH warrants exercisable into 937,500 shares of the Issuer's common stock. The warrants may be exercised for three (3) years from the date of the securities purchase agreement at an exercise price of $0.85 per share.

F1 · price: On March 31, 2025, HWH International Inc. ("HWH") entered into a securities purchase agreement with the Issuer, pursuant to which the Issuer issued a convertible promissory note to HWH in the amount of $150,000. This note is convertible into the Issuer's common stock at $0.80 per share at HWH's option until the maturity of the convertible note three (3) years from the date of the securities purchase agreement. In addition, the Issuer granted HWH warrants exercisable into 937,500 shares of the Issuer's common stock. The warrants may be exercised for three (3) years from the date of the securities purchase agreement at an exercise price of $0.85 per share.

F1 · underlyingValue: On March 31, 2025, HWH International Inc. ("HWH") entered into a securities purchase agreement with the Issuer, pursuant to which the Issuer issued a convertible promissory note to HWH in the amount of $150,000. This note is convertible into the Issuer's common stock at $0.80 per share at HWH's option until the maturity of the convertible note three (3) years from the date of the securities purchase agreement. In addition, the Issuer granted HWH warrants exercisable into 937,500 shares of the Issuer's common stock. The warrants may be exercised for three (3) years from the date of the securities purchase agreement at an exercise price of $0.85 per share.

F1 · valueOwnedAfter: On March 31, 2025, HWH International Inc. ("HWH") entered into a securities purchase agreement with the Issuer, pursuant to which the Issuer issued a convertible promissory note to HWH in the amount of $150,000. This note is convertible into the Issuer's common stock at $0.80 per share at HWH's option until the maturity of the convertible note three (3) years from the date of the securities purchase agreement. In addition, the Issuer granted HWH warrants exercisable into 937,500 shares of the Issuer's common stock. The warrants may be exercised for three (3) years from the date of the securities purchase agreement at an exercise price of $0.85 per share.

F2 · ownership.nature: Mr. Chan is the Chairman, Chief Executive Officer and majority stockholder of Alset Inc. Mr. Chan is the Chairman of HWH International Inc., which is a majority-owned subsidiary of Alset Inc. Mr. Chan has dispositive control over the securities of the Issuer owned by HWH International Inc.

SEC source: 0001493152-25-004047 · ownership.xml · derivative · entry 6

Chan Heng Fai Ambrose · CIK 0001261725 · Director · 10% owner · Executive Chairman

Alset Inc. · CIK 0001750106 · 10% owner

HWH International Inc. · CIK 0001897245 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: No plan indicated

Ownership: Indirect · See footnote

Disclosed balance after: 3,011,906

Underlying: Common Stock · Not disclosed shares

Expires 2026-11-12

F5 · derivative.exercise_price: On November 12, 2024, the Issuer entered into a Convertible Promissory Note (the "November Note") promising to pay Alset Inc., a Texas corporation, $250,000.00. All amounts due under the November Note may be converted into the common stock of the Issuer at the discretion of the holder. The conversion price is fixed at $0.10 per share. The Issuer and Alset Inc. subsequently entered into an amendment to the November Note which set the term of the optional conversion feature of the November Note to be between March 25, 2025, and the maturity of the Note on the second anniversary of its effectiveness, November 12, 2026.

F5 · timeliness: On November 12, 2024, the Issuer entered into a Convertible Promissory Note (the "November Note") promising to pay Alset Inc., a Texas corporation, $250,000.00. All amounts due under the November Note may be converted into the common stock of the Issuer at the discretion of the holder. The conversion price is fixed at $0.10 per share. The Issuer and Alset Inc. subsequently entered into an amendment to the November Note which set the term of the optional conversion feature of the November Note to be between March 25, 2025, and the maturity of the Note on the second anniversary of its effectiveness, November 12, 2026.

F5 · shares: On November 12, 2024, the Issuer entered into a Convertible Promissory Note (the "November Note") promising to pay Alset Inc., a Texas corporation, $250,000.00. All amounts due under the November Note may be converted into the common stock of the Issuer at the discretion of the holder. The conversion price is fixed at $0.10 per share. The Issuer and Alset Inc. subsequently entered into an amendment to the November Note which set the term of the optional conversion feature of the November Note to be between March 25, 2025, and the maturity of the Note on the second anniversary of its effectiveness, November 12, 2026.

F5 · price: On November 12, 2024, the Issuer entered into a Convertible Promissory Note (the "November Note") promising to pay Alset Inc., a Texas corporation, $250,000.00. All amounts due under the November Note may be converted into the common stock of the Issuer at the discretion of the holder. The conversion price is fixed at $0.10 per share. The Issuer and Alset Inc. subsequently entered into an amendment to the November Note which set the term of the optional conversion feature of the November Note to be between March 25, 2025, and the maturity of the Note on the second anniversary of its effectiveness, November 12, 2026.

F5 · derivative.exercise_date: On November 12, 2024, the Issuer entered into a Convertible Promissory Note (the "November Note") promising to pay Alset Inc., a Texas corporation, $250,000.00. All amounts due under the November Note may be converted into the common stock of the Issuer at the discretion of the holder. The conversion price is fixed at $0.10 per share. The Issuer and Alset Inc. subsequently entered into an amendment to the November Note which set the term of the optional conversion feature of the November Note to be between March 25, 2025, and the maturity of the Note on the second anniversary of its effectiveness, November 12, 2026.

F5 · derivative.underlying_shares: On November 12, 2024, the Issuer entered into a Convertible Promissory Note (the "November Note") promising to pay Alset Inc., a Texas corporation, $250,000.00. All amounts due under the November Note may be converted into the common stock of the Issuer at the discretion of the holder. The conversion price is fixed at $0.10 per share. The Issuer and Alset Inc. subsequently entered into an amendment to the November Note which set the term of the optional conversion feature of the November Note to be between March 25, 2025, and the maturity of the Note on the second anniversary of its effectiveness, November 12, 2026.

F5 · balance_after: On November 12, 2024, the Issuer entered into a Convertible Promissory Note (the "November Note") promising to pay Alset Inc., a Texas corporation, $250,000.00. All amounts due under the November Note may be converted into the common stock of the Issuer at the discretion of the holder. The conversion price is fixed at $0.10 per share. The Issuer and Alset Inc. subsequently entered into an amendment to the November Note which set the term of the optional conversion feature of the November Note to be between March 25, 2025, and the maturity of the Note on the second anniversary of its effectiveness, November 12, 2026.

F6 · ownership.nature: Mr. Chan is the Chairman, Chief Executive Officer and majority stockholder of Alset Inc. Mr. Chan, as indirect beneficial owner, has dispositive control over the securities of the Issuer owned by Alset Inc. Mr. Chan is the Chairman of HWH International Inc., which is a majority-owned subsidiary of Alset Inc. Mr. Chan, as indirect beneficial owner, has dispositive control over the securities of the Issuer owned by HWH International Inc.

SEC source: 0001493152-25-004047 · ownership.xml · derivative · entry 5

Chan Heng Fai Ambrose · CIK 0001261725 · Director · 10% owner · Executive Chairman

Alset Inc. · CIK 0001750106 · 10% owner

HWH International Inc. · CIK 0001897245 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: No plan indicated

Ownership: Indirect · See footnote

Disclosed balance after: 511,906

Underlying: Common Stock · Not disclosed shares

Expires 2027-08-13

F4 · derivative.exercise_price: On August 13, 2024, the Issuer entered into a Convertible Promissory Note (the "August Note") promising to pay HWH $100,000.00. All amounts due under the August Note may be converted into the common stock of the Issuer at the discretion of the holder. The conversion price is fixed at $2.80 per share. The Issuer and HWH subsequently entered into an amendment to the August Note which set the term of the optional conversion feature of the August Note to be between March 25, 2025, and the maturity of the Note on the third anniversary of its effectiveness, August 13, 2027.

F4 · timeliness: On August 13, 2024, the Issuer entered into a Convertible Promissory Note (the "August Note") promising to pay HWH $100,000.00. All amounts due under the August Note may be converted into the common stock of the Issuer at the discretion of the holder. The conversion price is fixed at $2.80 per share. The Issuer and HWH subsequently entered into an amendment to the August Note which set the term of the optional conversion feature of the August Note to be between March 25, 2025, and the maturity of the Note on the third anniversary of its effectiveness, August 13, 2027.

F4 · shares: On August 13, 2024, the Issuer entered into a Convertible Promissory Note (the "August Note") promising to pay HWH $100,000.00. All amounts due under the August Note may be converted into the common stock of the Issuer at the discretion of the holder. The conversion price is fixed at $2.80 per share. The Issuer and HWH subsequently entered into an amendment to the August Note which set the term of the optional conversion feature of the August Note to be between March 25, 2025, and the maturity of the Note on the third anniversary of its effectiveness, August 13, 2027.

F4 · price: On August 13, 2024, the Issuer entered into a Convertible Promissory Note (the "August Note") promising to pay HWH $100,000.00. All amounts due under the August Note may be converted into the common stock of the Issuer at the discretion of the holder. The conversion price is fixed at $2.80 per share. The Issuer and HWH subsequently entered into an amendment to the August Note which set the term of the optional conversion feature of the August Note to be between March 25, 2025, and the maturity of the Note on the third anniversary of its effectiveness, August 13, 2027.

F4 · derivative.exercise_date: On August 13, 2024, the Issuer entered into a Convertible Promissory Note (the "August Note") promising to pay HWH $100,000.00. All amounts due under the August Note may be converted into the common stock of the Issuer at the discretion of the holder. The conversion price is fixed at $2.80 per share. The Issuer and HWH subsequently entered into an amendment to the August Note which set the term of the optional conversion feature of the August Note to be between March 25, 2025, and the maturity of the Note on the third anniversary of its effectiveness, August 13, 2027.

F4 · derivative.underlying_shares: On August 13, 2024, the Issuer entered into a Convertible Promissory Note (the "August Note") promising to pay HWH $100,000.00. All amounts due under the August Note may be converted into the common stock of the Issuer at the discretion of the holder. The conversion price is fixed at $2.80 per share. The Issuer and HWH subsequently entered into an amendment to the August Note which set the term of the optional conversion feature of the August Note to be between March 25, 2025, and the maturity of the Note on the third anniversary of its effectiveness, August 13, 2027.

F4 · balance_after: On August 13, 2024, the Issuer entered into a Convertible Promissory Note (the "August Note") promising to pay HWH $100,000.00. All amounts due under the August Note may be converted into the common stock of the Issuer at the discretion of the holder. The conversion price is fixed at $2.80 per share. The Issuer and HWH subsequently entered into an amendment to the August Note which set the term of the optional conversion feature of the August Note to be between March 25, 2025, and the maturity of the Note on the third anniversary of its effectiveness, August 13, 2027.

F6 · ownership.nature: Mr. Chan is the Chairman, Chief Executive Officer and majority stockholder of Alset Inc. Mr. Chan, as indirect beneficial owner, has dispositive control over the securities of the Issuer owned by Alset Inc. Mr. Chan is the Chairman of HWH International Inc., which is a majority-owned subsidiary of Alset Inc. Mr. Chan, as indirect beneficial owner, has dispositive control over the securities of the Issuer owned by HWH International Inc.

SEC source: 0001493152-25-004047 · ownership.xml · derivative · entry 4

Chan Heng Fai Ambrose · CIK 0001261725 · Director · 10% owner · Executive Chairman

Alset Inc. · CIK 0001750106 · 10% owner

HWH International Inc. · CIK 0001897245 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: No plan indicated

Ownership: Indirect · See footnote

Disclosed balance after: 476,192

Underlying: Common Stock · Not disclosed shares

Expires 2027-06-06

F3 · derivative.exercise_price: On June 6, 2024, the Issuer entered into a Convertible Promissory Note (the "June Note") promising to pay HWH $250,000.00. All amounts due under the June Note may be converted into the common stock of the Issuer at the discretion of the holder. The conversion price is fixed at $2.80 per share. The Issuer and HWH subsequently entered into an amendment to the June Note which set the term of the optional conversion feature of the June Note to be between March 25, 2025, and the maturity of the Note on the third anniversary of its effectiveness, June 6, 2027.

F3 · timeliness: On June 6, 2024, the Issuer entered into a Convertible Promissory Note (the "June Note") promising to pay HWH $250,000.00. All amounts due under the June Note may be converted into the common stock of the Issuer at the discretion of the holder. The conversion price is fixed at $2.80 per share. The Issuer and HWH subsequently entered into an amendment to the June Note which set the term of the optional conversion feature of the June Note to be between March 25, 2025, and the maturity of the Note on the third anniversary of its effectiveness, June 6, 2027.

F3 · shares: On June 6, 2024, the Issuer entered into a Convertible Promissory Note (the "June Note") promising to pay HWH $250,000.00. All amounts due under the June Note may be converted into the common stock of the Issuer at the discretion of the holder. The conversion price is fixed at $2.80 per share. The Issuer and HWH subsequently entered into an amendment to the June Note which set the term of the optional conversion feature of the June Note to be between March 25, 2025, and the maturity of the Note on the third anniversary of its effectiveness, June 6, 2027.

F3 · price: On June 6, 2024, the Issuer entered into a Convertible Promissory Note (the "June Note") promising to pay HWH $250,000.00. All amounts due under the June Note may be converted into the common stock of the Issuer at the discretion of the holder. The conversion price is fixed at $2.80 per share. The Issuer and HWH subsequently entered into an amendment to the June Note which set the term of the optional conversion feature of the June Note to be between March 25, 2025, and the maturity of the Note on the third anniversary of its effectiveness, June 6, 2027.

F3 · derivative.exercise_date: On June 6, 2024, the Issuer entered into a Convertible Promissory Note (the "June Note") promising to pay HWH $250,000.00. All amounts due under the June Note may be converted into the common stock of the Issuer at the discretion of the holder. The conversion price is fixed at $2.80 per share. The Issuer and HWH subsequently entered into an amendment to the June Note which set the term of the optional conversion feature of the June Note to be between March 25, 2025, and the maturity of the Note on the third anniversary of its effectiveness, June 6, 2027.

F3 · derivative.underlying_shares: On June 6, 2024, the Issuer entered into a Convertible Promissory Note (the "June Note") promising to pay HWH $250,000.00. All amounts due under the June Note may be converted into the common stock of the Issuer at the discretion of the holder. The conversion price is fixed at $2.80 per share. The Issuer and HWH subsequently entered into an amendment to the June Note which set the term of the optional conversion feature of the June Note to be between March 25, 2025, and the maturity of the Note on the third anniversary of its effectiveness, June 6, 2027.

F3 · balance_after: On June 6, 2024, the Issuer entered into a Convertible Promissory Note (the "June Note") promising to pay HWH $250,000.00. All amounts due under the June Note may be converted into the common stock of the Issuer at the discretion of the holder. The conversion price is fixed at $2.80 per share. The Issuer and HWH subsequently entered into an amendment to the June Note which set the term of the optional conversion feature of the June Note to be between March 25, 2025, and the maturity of the Note on the third anniversary of its effectiveness, June 6, 2027.

F6 · ownership.nature: Mr. Chan is the Chairman, Chief Executive Officer and majority stockholder of Alset Inc. Mr. Chan, as indirect beneficial owner, has dispositive control over the securities of the Issuer owned by Alset Inc. Mr. Chan is the Chairman of HWH International Inc., which is a majority-owned subsidiary of Alset Inc. Mr. Chan, as indirect beneficial owner, has dispositive control over the securities of the Issuer owned by HWH International Inc.

SEC source: 0001493152-25-004047 · ownership.xml · derivative · entry 3

Chan Heng Fai Ambrose · CIK 0001261725 · Director · 10% owner · Executive Chairman

Alset Inc. · CIK 0001750106 · 10% owner

HWH International Inc. · CIK 0001897245 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: No plan indicated

Ownership: Indirect · See footnote

Disclosed balance after: 386,906

Underlying: Common Stock · Not disclosed shares

Expires 2027-05-18

F2 · derivative.exercise_price: On May 9, 2024, the Issuer entered into a Convertible Promissory Note (the "May Note") promising to pay HWH $250,000.00. All amounts due under the May Note may be converted into the common stock of the Issuer at the discretion of the holder. The conversion price is fixed at $2.80 per share. The Issuer and HWH subsequently entered into an amendment to the May Note which set the term of the optional conversion feature of the May Note to be between March 25, 2025, and the maturity of the Note on the third anniversary of its effectiveness, May 9, 2027.

F2 · timeliness: On May 9, 2024, the Issuer entered into a Convertible Promissory Note (the "May Note") promising to pay HWH $250,000.00. All amounts due under the May Note may be converted into the common stock of the Issuer at the discretion of the holder. The conversion price is fixed at $2.80 per share. The Issuer and HWH subsequently entered into an amendment to the May Note which set the term of the optional conversion feature of the May Note to be between March 25, 2025, and the maturity of the Note on the third anniversary of its effectiveness, May 9, 2027.

F2 · shares: On May 9, 2024, the Issuer entered into a Convertible Promissory Note (the "May Note") promising to pay HWH $250,000.00. All amounts due under the May Note may be converted into the common stock of the Issuer at the discretion of the holder. The conversion price is fixed at $2.80 per share. The Issuer and HWH subsequently entered into an amendment to the May Note which set the term of the optional conversion feature of the May Note to be between March 25, 2025, and the maturity of the Note on the third anniversary of its effectiveness, May 9, 2027.

F2 · price: On May 9, 2024, the Issuer entered into a Convertible Promissory Note (the "May Note") promising to pay HWH $250,000.00. All amounts due under the May Note may be converted into the common stock of the Issuer at the discretion of the holder. The conversion price is fixed at $2.80 per share. The Issuer and HWH subsequently entered into an amendment to the May Note which set the term of the optional conversion feature of the May Note to be between March 25, 2025, and the maturity of the Note on the third anniversary of its effectiveness, May 9, 2027.

F2 · derivative.exercise_date: On May 9, 2024, the Issuer entered into a Convertible Promissory Note (the "May Note") promising to pay HWH $250,000.00. All amounts due under the May Note may be converted into the common stock of the Issuer at the discretion of the holder. The conversion price is fixed at $2.80 per share. The Issuer and HWH subsequently entered into an amendment to the May Note which set the term of the optional conversion feature of the May Note to be between March 25, 2025, and the maturity of the Note on the third anniversary of its effectiveness, May 9, 2027.

F2 · derivative.underlying_shares: On May 9, 2024, the Issuer entered into a Convertible Promissory Note (the "May Note") promising to pay HWH $250,000.00. All amounts due under the May Note may be converted into the common stock of the Issuer at the discretion of the holder. The conversion price is fixed at $2.80 per share. The Issuer and HWH subsequently entered into an amendment to the May Note which set the term of the optional conversion feature of the May Note to be between March 25, 2025, and the maturity of the Note on the third anniversary of its effectiveness, May 9, 2027.

F2 · balance_after: On May 9, 2024, the Issuer entered into a Convertible Promissory Note (the "May Note") promising to pay HWH $250,000.00. All amounts due under the May Note may be converted into the common stock of the Issuer at the discretion of the holder. The conversion price is fixed at $2.80 per share. The Issuer and HWH subsequently entered into an amendment to the May Note which set the term of the optional conversion feature of the May Note to be between March 25, 2025, and the maturity of the Note on the third anniversary of its effectiveness, May 9, 2027.

F6 · ownership.nature: Mr. Chan is the Chairman, Chief Executive Officer and majority stockholder of Alset Inc. Mr. Chan, as indirect beneficial owner, has dispositive control over the securities of the Issuer owned by Alset Inc. Mr. Chan is the Chairman of HWH International Inc., which is a majority-owned subsidiary of Alset Inc. Mr. Chan, as indirect beneficial owner, has dispositive control over the securities of the Issuer owned by HWH International Inc.

SEC source: 0001493152-25-004047 · ownership.xml · derivative · entry 2

Chan Heng Fai Ambrose · CIK 0001261725 · Director · 10% owner · Executive Chairman

Alset Inc. · CIK 0001750106 · 10% owner

HWH International Inc. · CIK 0001897245 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: No plan indicated

Ownership: Indirect · See footnote

Disclosed balance after: 297,620

Underlying: Common Stock · Not disclosed shares

Expires 2029-03-18

F1 · derivative.exercise_price: On March 18, 2024, the Issuer entered into a Convertible Promissory Note (the "March Note") promising to pay HWH International Inc., a Delaware corporation ("HWH"), $250,000.00. All amounts due under the March Note may be converted into the common stock of the Issuer at the discretion of the holder. The conversion price is fixed at $1.68 per share. The Issuer and HWH subsequently entered into an amendment to the March Note which set the term of the optional conversion feature of the March Note to be between March 25, 2025, and the maturity of the Note on the third anniversary of its effectiveness, March 18, 2027. As further consideration for the March Note, the Issuer granted HWH a common stock purchase warrant to purchase up to 148,810 shares of the Issuer's common stock at a purchase price of $1.68 per share.

F1 · shares: On March 18, 2024, the Issuer entered into a Convertible Promissory Note (the "March Note") promising to pay HWH International Inc., a Delaware corporation ("HWH"), $250,000.00. All amounts due under the March Note may be converted into the common stock of the Issuer at the discretion of the holder. The conversion price is fixed at $1.68 per share. The Issuer and HWH subsequently entered into an amendment to the March Note which set the term of the optional conversion feature of the March Note to be between March 25, 2025, and the maturity of the Note on the third anniversary of its effectiveness, March 18, 2027. As further consideration for the March Note, the Issuer granted HWH a common stock purchase warrant to purchase up to 148,810 shares of the Issuer's common stock at a purchase price of $1.68 per share.

F1 · price: On March 18, 2024, the Issuer entered into a Convertible Promissory Note (the "March Note") promising to pay HWH International Inc., a Delaware corporation ("HWH"), $250,000.00. All amounts due under the March Note may be converted into the common stock of the Issuer at the discretion of the holder. The conversion price is fixed at $1.68 per share. The Issuer and HWH subsequently entered into an amendment to the March Note which set the term of the optional conversion feature of the March Note to be between March 25, 2025, and the maturity of the Note on the third anniversary of its effectiveness, March 18, 2027. As further consideration for the March Note, the Issuer granted HWH a common stock purchase warrant to purchase up to 148,810 shares of the Issuer's common stock at a purchase price of $1.68 per share.

F1 · derivative.underlying_shares: On March 18, 2024, the Issuer entered into a Convertible Promissory Note (the "March Note") promising to pay HWH International Inc., a Delaware corporation ("HWH"), $250,000.00. All amounts due under the March Note may be converted into the common stock of the Issuer at the discretion of the holder. The conversion price is fixed at $1.68 per share. The Issuer and HWH subsequently entered into an amendment to the March Note which set the term of the optional conversion feature of the March Note to be between March 25, 2025, and the maturity of the Note on the third anniversary of its effectiveness, March 18, 2027. As further consideration for the March Note, the Issuer granted HWH a common stock purchase warrant to purchase up to 148,810 shares of the Issuer's common stock at a purchase price of $1.68 per share.

F1 · balance_after: On March 18, 2024, the Issuer entered into a Convertible Promissory Note (the "March Note") promising to pay HWH International Inc., a Delaware corporation ("HWH"), $250,000.00. All amounts due under the March Note may be converted into the common stock of the Issuer at the discretion of the holder. The conversion price is fixed at $1.68 per share. The Issuer and HWH subsequently entered into an amendment to the March Note which set the term of the optional conversion feature of the March Note to be between March 25, 2025, and the maturity of the Note on the third anniversary of its effectiveness, March 18, 2027. As further consideration for the March Note, the Issuer granted HWH a common stock purchase warrant to purchase up to 148,810 shares of the Issuer's common stock at a purchase price of $1.68 per share.

F6 · ownership.nature: Mr. Chan is the Chairman, Chief Executive Officer and majority stockholder of Alset Inc. Mr. Chan, as indirect beneficial owner, has dispositive control over the securities of the Issuer owned by Alset Inc. Mr. Chan is the Chairman of HWH International Inc., which is a majority-owned subsidiary of Alset Inc. Mr. Chan, as indirect beneficial owner, has dispositive control over the securities of the Issuer owned by HWH International Inc.

SEC source: 0001493152-25-004047 · ownership.xml · derivative · entry 1

Chan Heng Fai Ambrose · CIK 0001261725 · Director · 10% owner · Executive Chairman

Alset Inc. · CIK 0001750106 · 10% owner

HWH International Inc. · CIK 0001897245 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: No plan indicated

Ownership: Indirect · See footnote

Disclosed balance after: 148,810

Underlying: Common Stock · Not disclosed shares

Expires 2027-03-18

F1 · derivative.exercise_price: On March 18, 2024, the Issuer entered into a Convertible Promissory Note (the "March Note") promising to pay HWH International Inc., a Delaware corporation ("HWH"), $250,000.00. All amounts due under the March Note may be converted into the common stock of the Issuer at the discretion of the holder. The conversion price is fixed at $1.68 per share. The Issuer and HWH subsequently entered into an amendment to the March Note which set the term of the optional conversion feature of the March Note to be between March 25, 2025, and the maturity of the Note on the third anniversary of its effectiveness, March 18, 2027. As further consideration for the March Note, the Issuer granted HWH a common stock purchase warrant to purchase up to 148,810 shares of the Issuer's common stock at a purchase price of $1.68 per share.

F1 · timeliness: On March 18, 2024, the Issuer entered into a Convertible Promissory Note (the "March Note") promising to pay HWH International Inc., a Delaware corporation ("HWH"), $250,000.00. All amounts due under the March Note may be converted into the common stock of the Issuer at the discretion of the holder. The conversion price is fixed at $1.68 per share. The Issuer and HWH subsequently entered into an amendment to the March Note which set the term of the optional conversion feature of the March Note to be between March 25, 2025, and the maturity of the Note on the third anniversary of its effectiveness, March 18, 2027. As further consideration for the March Note, the Issuer granted HWH a common stock purchase warrant to purchase up to 148,810 shares of the Issuer's common stock at a purchase price of $1.68 per share.

F1 · shares: On March 18, 2024, the Issuer entered into a Convertible Promissory Note (the "March Note") promising to pay HWH International Inc., a Delaware corporation ("HWH"), $250,000.00. All amounts due under the March Note may be converted into the common stock of the Issuer at the discretion of the holder. The conversion price is fixed at $1.68 per share. The Issuer and HWH subsequently entered into an amendment to the March Note which set the term of the optional conversion feature of the March Note to be between March 25, 2025, and the maturity of the Note on the third anniversary of its effectiveness, March 18, 2027. As further consideration for the March Note, the Issuer granted HWH a common stock purchase warrant to purchase up to 148,810 shares of the Issuer's common stock at a purchase price of $1.68 per share.

F1 · price: On March 18, 2024, the Issuer entered into a Convertible Promissory Note (the "March Note") promising to pay HWH International Inc., a Delaware corporation ("HWH"), $250,000.00. All amounts due under the March Note may be converted into the common stock of the Issuer at the discretion of the holder. The conversion price is fixed at $1.68 per share. The Issuer and HWH subsequently entered into an amendment to the March Note which set the term of the optional conversion feature of the March Note to be between March 25, 2025, and the maturity of the Note on the third anniversary of its effectiveness, March 18, 2027. As further consideration for the March Note, the Issuer granted HWH a common stock purchase warrant to purchase up to 148,810 shares of the Issuer's common stock at a purchase price of $1.68 per share.

F1 · derivative.exercise_date: On March 18, 2024, the Issuer entered into a Convertible Promissory Note (the "March Note") promising to pay HWH International Inc., a Delaware corporation ("HWH"), $250,000.00. All amounts due under the March Note may be converted into the common stock of the Issuer at the discretion of the holder. The conversion price is fixed at $1.68 per share. The Issuer and HWH subsequently entered into an amendment to the March Note which set the term of the optional conversion feature of the March Note to be between March 25, 2025, and the maturity of the Note on the third anniversary of its effectiveness, March 18, 2027. As further consideration for the March Note, the Issuer granted HWH a common stock purchase warrant to purchase up to 148,810 shares of the Issuer's common stock at a purchase price of $1.68 per share.

F1 · derivative.underlying_shares: On March 18, 2024, the Issuer entered into a Convertible Promissory Note (the "March Note") promising to pay HWH International Inc., a Delaware corporation ("HWH"), $250,000.00. All amounts due under the March Note may be converted into the common stock of the Issuer at the discretion of the holder. The conversion price is fixed at $1.68 per share. The Issuer and HWH subsequently entered into an amendment to the March Note which set the term of the optional conversion feature of the March Note to be between March 25, 2025, and the maturity of the Note on the third anniversary of its effectiveness, March 18, 2027. As further consideration for the March Note, the Issuer granted HWH a common stock purchase warrant to purchase up to 148,810 shares of the Issuer's common stock at a purchase price of $1.68 per share.

F1 · balance_after: On March 18, 2024, the Issuer entered into a Convertible Promissory Note (the "March Note") promising to pay HWH International Inc., a Delaware corporation ("HWH"), $250,000.00. All amounts due under the March Note may be converted into the common stock of the Issuer at the discretion of the holder. The conversion price is fixed at $1.68 per share. The Issuer and HWH subsequently entered into an amendment to the March Note which set the term of the optional conversion feature of the March Note to be between March 25, 2025, and the maturity of the Note on the third anniversary of its effectiveness, March 18, 2027. As further consideration for the March Note, the Issuer granted HWH a common stock purchase warrant to purchase up to 148,810 shares of the Issuer's common stock at a purchase price of $1.68 per share.

F6 · ownership.nature: Mr. Chan is the Chairman, Chief Executive Officer and majority stockholder of Alset Inc. Mr. Chan, as indirect beneficial owner, has dispositive control over the securities of the Issuer owned by Alset Inc. Mr. Chan is the Chairman of HWH International Inc., which is a majority-owned subsidiary of Alset Inc. Mr. Chan, as indirect beneficial owner, has dispositive control over the securities of the Issuer owned by HWH International Inc.