Form 4: SHRG Issues $310K Convertible Notes to HWH International

SHARING SERVICES GLOBAL Corp issued a total of $310,000 in convertible promissory notes to HWH International Inc., convertible at $0.006 per share.

Summary

• SHARING SERVICES GLOBAL Corp (SHRG) issued three convertible promissory notes totaling $310,000 to HWH International Inc.
• The first note, for $150,000, was issued on December 10, 2025, convertible into common stock at $0.006 per share, maturing on December 10, 2028.
• The second note, for $40,000, was issued on January 2, 2026, convertible into common stock at $0.006 per share, maturing on January 2, 2029.
• The third note, for $120,000, was issued on January 8, 2026, convertible into common stock at $0.006 per share, maturing on January 8, 2029.
• All notes are convertible at HWH International Inc.'s option.

Sentiment

Score: 5

Explanation: The filing is a factual report of insider transactions involving convertible notes. While it represents a capital infusion (positive), it also introduces potential dilution for existing shareholders at a low conversion price (negative), leading to a neutral overall sentiment.

Positives

• SHARING SERVICES GLOBAL Corp has secured $310,000 in financing through the issuance of convertible promissory notes.

Negatives

• The conversion of these notes at a price of $0.006 per share could lead to significant dilution for existing shareholders.

Risks

• Potential for substantial dilution of existing common stock if HWH International Inc. exercises its option to convert the promissory notes into shares at $0.006 per share.
• The low conversion price of $0.006 per share suggests a potentially low valuation for the company's common stock at the time of the agreement.

Future Outlook

The convertible promissory notes mature three years from their respective issuance dates, indicating that HWH International Inc. has the option to convert these notes into common stock at $0.006 per share at any point until maturity.

Management Comments

• Chan Heng Fai Ambrose, as Director and 10% Owner, signed the filing, acknowledging the transactions.
• HWH International Inc., by Chan Heng Fai Ambrose, Chief Executive Officer, signed the filing.
• Alset Inc., by Chan Heng Fai Ambrose, Chief Executive Officer, signed the filing.

Industry Context

This filing represents an insider financing event for SHARING SERVICES GLOBAL Corp, where a significant shareholder and related entities are providing capital through convertible debt. Such transactions are common for smaller or developing public companies seeking capital, often from existing stakeholders, which can be a quicker alternative to broader market offerings.

Related Party Transactions

• The convertible promissory notes were issued by SHARING SERVICES GLOBAL Corp to HWH International Inc.
• Chan Heng Fai Ambrose is a Director and 10% Owner of SHARING SERVICES GLOBAL Corp.
• Mr. Chan is the Chairman, Chief Executive Officer, and majority stockholder of Alset Inc.
• HWH International Inc. is a majority-owned subsidiary of Alset Inc.
• Mr. Chan has dispositive control over the securities of SHARING SERVICES GLOBAL Corp owned by HWH International Inc., indicating a clear related-party transaction.

Stakeholder Impact

• Shareholders face potential dilution of their ownership stake if the convertible notes are exercised, particularly given the low conversion price of $0.006 per share.
• The company benefits from the capital infusion provided by the notes, which can support operations or strategic initiatives.

Next Steps

• HWH International Inc. may choose to convert the promissory notes into SHRG common stock at any time prior to their respective maturity dates.

Key Dates

Keywords

SHRG, SHARING SERVICES GLOBAL Corp, Convertible Promissory Note, Insider Transaction, Form 4, HWH International Inc., Alset Inc., Chan Heng Fai Ambrose, Equity Financing, Dilution